0000950170-23-009756 | 10-K | XBRL Viewer

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Cover Page - USD ($) $ in Millions	12 Months Ended
Cover Page - USD ($) $ in Millions	Dec. 31, 2022	Mar. 15, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Auditor Attestation Flag	false
Documents Incorporated By Reference TextBlock	DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant’s definitive proxy statement relating to its 2023 Annual Meeting of Shareholders to be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year ended December 31, 2022, are incorporated herein by reference in Part III where indicated.
Document Annual Report	true
Document Period End Date	Dec. 31, 2022
Entity Public Float			$ 411.1
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Entity Well-known Seasoned Issuer	No
Trading Symbol	ATAI
Title of 12(b) Security	Common shares, par value €0.10 per share
Security Exchange Name	NASDAQ
Entity Registrant Name	ATAI Life Sciences N.V.
Entity Central Index Key	0001840904
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		166,010,476
Entity Interactive Data Current	Yes
Entity Shell Company	false
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Voluntary Filers	No
Securities Act File Number	001-40493
Entity Incorporation, State or Country Code	P7
Auditor Name	DELOITTE & TOUCHE LLP
Auditor Firm ID	34
Document Transition Report	false
Entity Address, Address Line One	ATAI Life Sciences N.V.
Entity Address, Address Line Two	Wallstraße 16, 10179
Entity Address, City or Town	Berlin
City Area Code	49 89
Local Phone Number	2153 9035
Entity Address, Country	DE
Entity Address, Postal Zip Code	00000
Entity Tax Identification Number	00-0000000
Auditor Location	New Jersey

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 190,613	$ 362,266
Securities carried at fair value	82,496	0
Prepaid expenses and other current assets	14,036	11,903
Short term notes receivable	0	913
Total current assets	287,145	375,082
Property and equipment, net	928	149
Equity Method Investments	0	16,131
Other investments	6,755	11,628
Long term notes receivable - related parties	7,262	3,835
Other assets	3,351	7,341
Total assets	305,441	414,166
Current liabilities:
Accounts payable	2,399	6,004
Accrued liabilities	17,306	14,829
Current portion of contingent consideration liability - related parties	0	51
Other current liabilities	192	51
Total current liabilities	19,897	20,935
Non-current portion of contingent consideration liability - related parties	953	2,432
Convertible promissory notes - related parties, net of discounts and deferred issuance costs	415	743
Long-term debt, net	14,702	0
Other liabilities	3,708	4,097
Total liabilities	39,675	28,207
Commitments and contingencies (Note 15)
Stockholders' equity:
Common stock, 0.10 par value ($0.12 par value at December 31, 2022 and December 31, 2021, respectively); 750,000,000 shares authorized at December 31, 2022 and December 31, 2021, respectively; 165,935,914 and 160,677,001 shares issued and outstanding at December 31, 2022 and December 31, 2021, respectively	18,562	18,002
Additional paid-in capital	774,092	725,045
Share subscription receivable	(24)	0
Accumulated other comprehensive loss	(21,702)	(8,336)
Accumulated deficit	(510,188)	(357,803)
Total stockholders' equity attributable to ATAI Life Sciences N.V. stockholders	260,740	376,908
Noncontrolling interests	5,026	9,051
Total stockholders' equity	265,766	385,959
Total liabilities and stockholders' equity	$ 305,441	$ 414,166

Condensed Consolidated Balance Sheets (Parenthetical)	Dec. 31, 2022 € / shares shares	Dec. 31, 2022 $ / shares shares	Dec. 31, 2021 € / shares shares	Dec. 31, 2021 $ / shares shares
Common Stock, Par or Stated Value Per Share \| (per share)	€ 0.10	$ 0.12	€ 0.10	$ 0.12
Common stock, shares authorized	750,000,000	750,000,000	750,000,000	750,000,000
Common stock, shares, issued	165,935,914	165,935,914	160,677,001	160,677,001
Common stock, shares, outstanding	165,935,914	165,935,914	160,677,001	160,677,001

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Statement [Abstract]
License revenue	$ 233	$ 20,376
Operating expenses:
Research and development	74,313	47,956
Acquisition of in-process research and development	357	15,480
General and administrative	70,350	92,745
Total operating expenses	145,020	156,181
Loss from operations	(144,787)	(135,805)
Other income (expense), net:
Interest income	548	205
Change in fair value of contingent consideration liability - related parties	1,475	173
Change in fair value of securities carried at fair value	272	0
Change in fair value of derivative liability	0	41
Change in fair value of warrant liability	336	(87)
Unrealized loss on other investments held at fair value	0	(12,346)
Loss on conversion of convertible promissory notes	0	(513)
Gain on consolidation of a variable interest entity	0	3,543
Gain on deconsolidation of a variable interest entity	1,484	0
Foreign exchange gain (loss), net	6,902	8,481
Other expense, net	(1,412)	(293)
Total other income (expense), net	9,605	(796)
Total loss before income taxes	(135,182)	(136,601)
Benefit from (provision for) income taxes	(6,229)	(3,989)
Gain on dilution of equity method investment, net of tax	0	16,923
Losses from investments in equity method investees, net of tax	(16,006)	(58,555)
Net loss	(157,417)	(174,244)
Net loss attributable to redeemable noncontrolling interests and noncontrolling interests	(5,032)	(6,436)
Net loss attributable to ATAI Life Sciences N.V. stockholders	$ (152,385)	$ (167,808)
Basic Earnings Per Share	$ (0.98)	$ (1.21)
Diluted Earnings Per Share	$ (0.98)	$ (1.21)
Basic Weighted Average Number Of Shares Outstanding	155,719,585	138,265,859
Diluted Weighted Average Number Of Shares Outstanding	155,719,585	138,265,859

Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Statement of Comprehensive Income [Abstract]
Net loss	$ (157,417)	$ (174,244)
Other comprehensive loss:
Foreign currency translation adjustments, net of tax	(13,366)	(14,155)
Comprehensive income (loss)	(170,783)	(188,399)
Comprehensive income (loss) attributable to redeemable noncontrolling interests and noncontrolling interests	(5,032)	(6,436)
Foreign currency translation adjustments, net of tax attributable to noncontrolling interests	50	(24)
Comprehensive loss attributable to redeemable noncontrolling interests and noncontrolling interests	(4,982)	(6,460)
Comprehensive income (loss) attributable to ATAI Life Sciences N.V. stockholders	$ (165,801)	$ (181,939)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income (loss) and other comprehensive income (loss), attributable to noncontrolling interests. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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+ Details

Condensed Consolidated Statements Of Redeemable Noncontrolling Interests and Stockholders' Equity (Deficit) - USD ($) $ in Thousands	Total	Series C And Series D Financing [Member]	IPO [Member]	Hurdle Share Option Plan [Member]	Redeemable Noncontrolling Interests [Member]	Common Stock [Member]	Common Stock [Member] Series C And Series D Financing [Member]	Common Stock [Member] IPO [Member]	Common Stock [Member] Hurdle Share Option Plan [Member]	Additional Paid-In Capital [Member]	Additional Paid-In Capital [Member] Series C And Series D Financing [Member]	Additional Paid-In Capital [Member] IPO [Member]	Additional Paid-In Capital [Member] Hurdle Share Option Plan [Member]	Share Subscriptions Receivable [Member]	Share Subscriptions Receivable [Member] Series C And Series D Financing [Member]	Share Subscriptions Receivable [Member] IPO [Member]	Share Subscriptions Receivable [Member] Hurdle Share Option Plan [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Accumulated Other Comprehensive Income (Loss) [Member] Series C And Series D Financing [Member]	Accumulated Other Comprehensive Income (Loss) [Member] IPO [Member]	Accumulated Other Comprehensive Income (Loss) [Member] Hurdle Share Option Plan [Member]	Accumulated Deficit [Member]	Accumulated Deficit [Member] Series C And Series D Financing [Member]	Accumulated Deficit [Member] IPO [Member]	Accumulated Deficit [Member] Hurdle Share Option Plan [Member]	Total Stockholders' Equity Attributable to ATAI Life Sciences N.V. Stockholders [Member]	Total Stockholders' Equity Attributable to ATAI Life Sciences N.V. Stockholders [Member] Series C And Series D Financing [Member]	Total Stockholders' Equity Attributable to ATAI Life Sciences N.V. Stockholders [Member] IPO [Member]	Total Stockholders' Equity Attributable to ATAI Life Sciences N.V. Stockholders [Member] Hurdle Share Option Plan [Member]	Noncontrolling Interests [Member]	Noncontrolling Interests [Member] Series C And Series D Financing [Member]	Noncontrolling Interests [Member] IPO [Member]	Noncontrolling Interests [Member] Hurdle Share Option Plan [Member]
Beginning Balance at Dec. 31, 2020	$ 95,368					$ 13,372				$ 261,626				$ 0				$ 5,819				$ (189,995)				$ 90,822				$ 4,546
Beginning Balance, Shares at Dec. 31, 2020						114,735,712
Issuance of common shares, net of issuance costs	140,868	$ 23,510	$ 231,581	$ 0		$ 0	$ 1,881	$ 2,046	$ 0	0	$ 162,497	$ 229,535	$ 0	140,868	$ (140,868)	$ 0	$ 0	0	$ 0	$ 0	$ 0	0	$ 0	$ 0	$ 0	140,868	$ 23,510	$ 231,581	$ 0	0	$ 0	$ 0	$ 0
Issuance of common shares, net of issuance costs ,Shares						0	15,552,688	17,250,000	7,281,376
Exercised						379,049			0
Exercise of stock options	935			$ 534		$ 45			$ 12	890			$ 522	0			$ 0	0			$ 0	0			$ 0	935			$ 534	0			$ 0
Issuance of noncontrolling interest	8,411				$ 2,555	0				0				0				0				0				0				8,411
Conversion of convertible notes to common stock	7,259					$ 646				6,613				0				0				0				7,259				0
Conversion of convertible notes to common stock, Shares						5,478,176
Stock-based compensation expense	63,362					$ 0				63,362				0				0				0				63,362				0
Foreign currency translation adjustment, net of tax	14,179					0				0				0				14,155				0				14,155				24
Net income (loss)					$ (2,555)
Net income (loss)	(171,690)					$ 0				0				0				0				(167,808)				(167,808)				(3,882)
Ending Balance, Shares at Dec. 31, 2021						160,677,001
Ending Balance at Dec. 31, 2021	385,959					$ 18,002				725,045				0				(8,336)				(357,803)				376,908				9,051
Ending Balance at Dec. 31, 2021	0
Exercised						938,913
Exercise of stock options	2,295					$ 113				2,206				(24)				0				0				2,295				0
Issuance of subsidiary preferred shares	600					$ 0				0				0				0				0				0				600
Issuance of subsidiary preferred shares, shares						0
Issuance of subsidiary common shares	357					$ 0				0				0				0				0				0				357
Issuance of subsidiary common shares, Shares						0
Issuance of noncontrolling interest	957
Conversion of convertible notes to common stock	4,913					$ 447				4,466				0				0				0				4,913				0
Conversion of convertible notes to common stock, Shares						4,320,000
Stock-based compensation expense	42,375					$ 0				42,375				0				0				0				42,375				0
Foreign currency translation adjustment, net of tax	13,316					0				0				0				13,366				0				13,366				(50)
Net income (loss)	(157,417)					$ 0				0				0				0				(152,385)				(152,385)				(5,032)
Ending Balance, Shares at Dec. 31, 2022						165,935,914
Ending Balance at Dec. 31, 2022	265,766					$ 18,562				$ 774,092				$ (24)				$ (21,702)				$ (510,188)				$ 260,740				$ 5,026
Ending Balance at Dec. 31, 2022	$ 0

Condensed Consolidated Statements Of Redeemable Noncontrolling Interests and Stockholders' Equity (Deficit) (Parenthetical) $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($)
Settlement of issuance cost	$ 4.9
IPO [Member]
Issuance cost	9.0
Series C and Series D Financing [Member]
Issuance cost	$ 4.9

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Cash flows from operating activities
Net loss	$ (157,417)	$ (174,244)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization expense	168	47
Amortization of debt discount	131	195
Change in fair value of contingent consideration liability - related parties	(1,475)	(173)
Change in fair value of securities carried at fair value	(272)	0
Provision for deferred income taxes	5,074	(5,106)
Change in fair value of derivative liability	0	(41)
Impairment of loan receivables	852	0
Change in fair value of warrant liability	(336)	87
Unrealized loss on other investments held at fair value	0	12,346
Gain on dilution of equity method investment	0	(16,923)
Loss on conversion of convertible notes	0	513
Gain on consolidation of a variable interest entity	0	(3,543)
Gain on deconsolidation of a variable interest entity	(1,484)	0
Losses from investments in equity method investees	16,006	58,555
In-process research and development expense	357	15,480
Stock-based compensation expense	42,375	63,362
Unrealized foreign exchange gains	(4,950)	(11,346)
Other	(161)	43
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	(1,522)	(9,699)
Other assets	0	(5,973)
Accounts payable	(3,034)	2,300
Accrued liabilities	1,221	5,756
Deferred revenue		12
Net cash used in operating activities	(104,467)	(63,246)
Cash flows from investing activities
Purchases of property and equipment	(773)	(173)
Capitalized internal-use software development costs	(251)	(955)
Cash paid for securities carried at fair value	(309,058)	0
Proceeds from sale and maturities of securities carried at fair value	226,834	0
Cash acquired in asset acquisitions, net	0	47
Cash paid for asset acquisitions, net	0	(1,000)
Cash paid for equity method investments	0	(52,937)
Cash paid for other investments	(600)	(23,658)
Loans to related parties	(3,000)	(2,600)
Net cash used in investing activities	(86,848)	(81,276)
Cash flows from financing activities
Proceeds from issuance of common stock	0	409,884
Cash paid for common stock issuance costs	0	(12,350)
Proceeds from issuance of share option awards	0	534
Proceeds from secured borrowing liability	0	2,417
Proceeds from issuance of shares upon exercise of stock options	2,294	935
Proceeds from issuance of subsidiary preferred shares	600	0
Proceeds from conversion of convertible notes to common stock	4,636	6,854
Proceeds from debt financings	15,000	0
Financing costs paid	(1,745)	0
Proceeds from issuance of convertible promissory notes	0	1,588
Net cash provided by financing activities	20,785	409,862
Effect of foreign exchange rate changes on cash	(1,123)	(320)
Net increase (decrease) in cash and cash equivalents	(171,653)	265,020
Cash and cash equivalents – beginning of the period	362,266	97,246
Cash and cash equivalents – end of the period	190,613	362,266
Supplemental disclosures:
Cash paid for interest	508	0
Cash paid for taxes	652	0
Supplemental disclosures of non-cash investing and financing information:
Right of use asset obtained in exchange for operating lease liabilities	487	0
Issuance of subsidiary shares in connection with a stock purchase agreement	357	0
Share subscription receivable	24	0
Fair value of noncontrolling interests issued in connection with consolidation of a VIE	0	392
Fair value of redeemable noncontrolling interests issued in connection with consolidation of a VIE	0	2,555
Fair value of noncontrolling interests issued in connection with asset acquisitions	0	4,761
Issuance of derivative instrument related to convertible promissory notes	0	646
Exercise of Hurdle Share Option Plan award	0	527
Issuance Of Subsidiary Shares In Connection With The Conversion Of Convertible Notes	$ 0	$ 3,258

Organization and Description of Business

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Description of Business

1. Organization and Description of Business

ATAI Life Sciences N.V. (“atai”) is the parent company of ATAI Life Sciences AG and, along with its subsidiaries, is a clinical-stage biopharmaceutical company aiming to transform the treatment of mental health disorders. atai was founded in 2018 as a response to the significant unmet need and lack of innovation in the mental health treatment landscape. atai is dedicated to acquiring, incubating and efficiently developing innovative therapeutics to treat depression, anxiety, addiction, and other mental health disorders.

Since inception, atai has either created wholly owned subsidiaries or has made investments in certain controlled entities, including variable interest entities (“VIEs”) for which atai is the primary beneficiary under the VIE model (collectively, the “Company”). atai is headquartered in Berlin, Germany.

The Company has determined that it has one operating and reporting segment.

Corporate Reorganization and Initial Public Offering

atai was incorporated pursuant to the laws of the Netherlands as a Dutch private company with limited liability on September 10, 2020 for the purposes of becoming a holding company for ATAI Life Sciences AG and consummating the corporate reorganization described below. atai did not conduct any operations prior to the corporate reorganization other than activities incidental to its formation. ATAI Life Sciences AG was formed as a separate company on February 7, 2018.

In contemplation of the consummation of atai’s initial public offering (“IPO”) of common shares, atai undertook a corporate reorganization (the “Corporate Reorganization”). The Corporate Reorganization consisted of several steps as described below:

•

Exchange of ATAI Life Sciences AG Securities for ATAI Life Sciences B.V. Common Shares and Share Split: In April 2021, the existing shareholders of ATAI Life Sciences AG each became a party to a separate notarial deed of issue under Dutch law and (i) subscribed for new common shares in ATAI Life Sciences B.V. and (ii) transferred their respective shares in ATAI Life Sciences AG, on a 1 to 10 basis (the “Exchange Ratio”), to ATAI Life Sciences B.V. as a contribution in kind on the common shares in ATAI Life Sciences B.V. As a result of the issuance of common shares in ATAI Life Sciences B.V. to the shareholders of ATAI Life Sciences AG and the contribution and transfer of their respective shares in ATAI Life Sciences AG to ATAI Life Sciences B.V., ATAI Life Sciences AG became a wholly owned subsidiary of ATAI Life Sciences B.V. No shareholder rights or preferences changed as a result of the share for share exchange. In connection with such exchange, the common share in ATAI Life Sciences B.V. held by Apeiron was cancelled. On June 7, 2021, shares of ATAI Life Sciences B.V. were split applying a ratio of 1.6 to one, and the nominal value of the shares was reduced to €0.10, pursuant to a shareholders’ resolution and amendment to the articles of association.

•

Conversion of ATAI Life Sciences B.V. into ATAI Life Sciences N.V.: Immediately preceding the Company’s IPO, the legal form of ATAI Life Sciences B.V. was converted from a Dutch private company with limited liability to a Dutch public company, and the articles of association of ATAI Life Sciences N.V., became effective. Following the Corporate Reorganization, ATAI Life Sciences N.V. became the holding company of ATAI Life Sciences AG.

The Corporate Reorganization, as described above, is considered a continuation of ATAI Life Sciences AG resulting in no change in the carrying values of assets or liabilities. As a result, the financial statements for periods prior to the Corporate Reorganization are the financial statements of ATAI Life Sciences AG as the predecessor to atai for accounting and reporting purposes. All share, per-share and related information presented in these consolidated financial statements and corresponding disclosure notes have been retrospectively adjusted, where applicable, to reflect the impact of the share exchange and share split resulting from the Corporate Reorganization. In connection with the Corporate Reorganization, outstanding share awards and option grants of ATAI Life Sciences AG were exchanged for share awards and option grants of ATAI Life Sciences B.V. with identical restrictions.

On June 22, 2021, atai closed the IPO of its common shares on the Nasdaq Stock Market ("Nasdaq"). As part of the IPO, the Company issued and sold 17,250,000 shares of its common shares, which included 2,250,000 shares sold pursuant to the exercise of the underwriters’ over-allotment option, at a public offering price of $15.00 per share. The Company received net proceeds of approximately $231.6 million from the IPO, after deducting underwriters’ discounts and commissions of $18.1 million and offering costs of $9.0 million.

Impact of COVID-19 Pandemic

The COVID-19 pandemic has continued to present global public health and economic challenges during the year ended December 31, 2022. The Company has not experienced material financial impacts on its business and operations. The Company continues to monitor the impact of the COVID-19 pandemic on its employees and business and has undertaken business continuity measures to mitigate potential disruption to its operations.

The future impact of COVID-19 on the Company’s business and operations, including its research and development programs and related clinical trials, will largely depend on future developments, which are highly uncertain, such as the duration of the pandemic, the spread of the disease and variants thereof, the availability and effectiveness of vaccines and related roll-out efforts, breakthrough infections among the vaccinated, vaccine hesitancy, the implementation of vaccine mandates, travel restrictions, social distancing and related government actions around the world, business closures or business disruptions and the ultimate impact of COVID-19 on financial markets and the global economy.

Liquidity and Going Concern

The Company has incurred significant losses and negative cash flows from operations since its inception. As of December 31, 2022, the Company had cash and cash equivalents of $190.6 million, short-term securities of $82.5 million and its accumulated deficit was $510.2 million. The Company has historically financed its operations through the sale of equity securities, debt financings, sale of convertible notes and revenue generated from licensing and collaboration arrangements. The Company has not generated any revenues to date from the sale of its product candidates and does not anticipate generating any revenues from the sale of its product candidates unless and until it successfully completes development and obtains regulatory approval to market its product candidates.

The Company currently expects that its existing cash and cash equivalents and short-term securities as of December 31, 2022 will be sufficient to fund its operating expenses and capital expenditure requirements for at least the next 12 months from the date the consolidated financial statements are issued.

Basis of Presentation and Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Basis of Presentation and Summary of Significant Accounting Policies

2. Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of our financial position, our results of operations and comprehensive loss, and our cash flows for the periods presented. The Company's consolidated financial statements include the accounts of the Company and the accounts of the Company's subsidiaries. Any reference in these notes to applicable accounting guidance is meant to refer to the authoritative U.S. GAAP included in the Accounting Standards Codification (“ASC”), and Accounting Standards Update (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). All intercompany transactions and accounts have been eliminated in consolidation.

For consolidated entities where the Company owns or is exposed to less than 100% of the economics, the Company allocates net losses between the controlling and the noncontrolling interests in its consolidated statements of operations after considering the liquidation preference and the equity ownership percentages. The Company continually assesses whether changes to existing relationships or future transactions may result in the consolidation or deconsolidation of subsidiaries.

The results of operations for the years ended December 31, 2022 and 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for any other future annual or interim period.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Significant estimates and assumptions made in the accompanying consolidated financial statements include, but are not limited to the fair value of the Company’s investment in Intelgenx Technologies Corp. (“IntelGenx”), securities carried at fair value, contingent consideration liability—related parties, in-process research and development (“IPRD”) assets, derivative liability associated with the Perception convertible promissory notes, redeemable noncontrolling interests and noncontrolling interests recognized in acquisitions, the valuations of common shares prior to IPO and share-based awards, and accruals for research and development costs.

The Company bases its estimates and assumptions on historical experience and on various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates.

Additionally, the Company assessed the impact that the COVID-19 pandemic has had on its operations and financial results as of December 31, 2022 and through the issuance of these consolidated financial statements. The Company’s analysis was informed by the facts and circumstances as they were known to the Company. This assessment considered the impact COVID-19 may have on financial estimates and assumptions that affect the reported amounts of assets and liabilities and expenses. The Company has not experienced any significant financial impacts due to COVID-19.

Risks and Uncertainties

The Company is subject to risks common to companies in the biopharmaceutical industry. The Company believes that changes in any of the following areas could have a material adverse effect on future financial position or results of operations: ability to obtain future financing; regulatory approval and market acceptance of, and reimbursement for, product candidates; performance of third-party clinical research organizations and manufacturers upon which the Company relies; protection of the Company’s intellectual property; litigation or claims against the Company based on intellectual property, patent, product, regulatory or other factors; and the Company’s ability to attract and retain employees.

Concentrations of Credit Risk

Financial instruments which potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents, short-term investments, and all notes receivables. The Company’s cash is mainly held in financial institutions in the United States, United Kingdom, Germany and Australia. Amounts on deposit may at times exceed federally insured limits. The credit risk associated with the Company’s investment in all notes receivables is monitored and assessed periodically. The Company has not experienced any credit losses related to these financial instruments and does not believe that it is exposed to any significant credit risk related to these instruments.

Segments

The Company operates and manages the business as one reporting and one operating segment, which is the business of identifying and advancing mental health innovations. The Company has determined that its chief executive officer is the chief operating decision maker (“CODM”). The CODM reviews consolidated operating results to make decisions about allocating resources or capital to specific compounds or projects in line with overall Company’s strategies and goals. The Company operates in two geographic regions primarily in the United States and Germany.

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with original maturities of three months or less from the purchase date to be cash equivalents. As of December 31, 2022 and December 31, 2021, cash and cash equivalents consisted of cash on deposit and cash held in high-yield savings accounts and money market funds, and at times in excess of federally insured limits.

Investment Securities Portfolio

The following table sets forth the fair value of atai's available-for-sale securities portfolio at the dates indicated:


	Fair Value
	December 31, 2022		December 31, 2021
Money Market Funds	$	72,334	$	—
Commercial Paper		5,958		—
Corporate Notes/Bonds		17,719		—
U.S. Government Agencies		58,819		—
	$	154,830	$	—

In January 2022, the Company invested in a certain investment portfolio, which is comprised of Money Market Funds, U.S. Treasury securities, Commercial Paper, Corporate Notes/Bonds, and U.S. government agencies securities. The Company classified securities in the investment portfolio as available-for-sale securities. Furthermore, the Company elected the fair value option for the available-for-sale securities in the investment portfolio (see Note 7). The decision to elect the fair value option, which is irrevocable once elected, is determined on an instrument-by-instrument basis and applied to an entire instrument. The net gains or losses, if any, on an investment for which the fair value option has been elected are recognized as a change in fair value of securities on the consolidated Statements of Operations and the amortized cost of investments approximates their fair value. The Company's securities in the investment portfolio will mature within two years.

Property and Equipment

Property and equipment, consisting primarily of furniture and fixtures and leasehold improvements, is recorded at cost, less accumulated depreciation. Maintenance and repairs that do not improve or extend the lives of the respective assets are expensed to operations as incurred. Upon disposal, retirement or sale, the related cost and accumulated depreciation is removed from the accounts and any resulting gain or loss is included in the results of operations. Depreciation of property and equipment is recorded using the straight-line method over the estimated useful lives of the related assets once the asset has been placed in service. Leasehold improvements are amortized using the straight-line method over the estimated useful life or remaining lease term, whichever is shorter. The following table provides the range of estimated useful lives used for each asset type:


Furniture and fixtures		7 years
Leasehold improvements		Lesser of estimated useful life or remaining lease term

Variable Interest Entities and Voting Interest Entities

The Company consolidates those entities in which it has a direct or indirect controlling financial interest based on either the variable interest model (the “VIE model”) or the voting interest model (the “VOE model”).

VIEs are entities that, by design, either (i) lack sufficient equity to permit the entity to finance its activities without additional subordinated financial support from other parties; or (ii) have equity investors that do not have the ability to make significant decisions relating to the entity’s operations through voting rights, or do not have the obligation to absorb the expected losses, or do not have the right to receive the residual returns of the entity.

The primary beneficiary of a VIE is required to consolidate the assets and liabilities of the VIE. The primary beneficiary is the party that has both (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance; and (ii) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE through its interest in the VIE.

To assess whether the Company has the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance, the Company considers all the facts and circumstances, including its role in establishing the VIE and its ongoing rights and responsibilities. This assessment includes identifying the activities that most significantly impact the VIE’s economic performance and identifying which party, if any, has power over those activities. In general, the parties that make the most significant decisions affecting the VIE (management and representation on the board of directors) and have the right to unilaterally remove those decision-makers are deemed to have the power to direct the activities of a VIE.

To assess whether the Company has the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE, the Company considers all of its economic interests, which primarily include equity investments in preferred and common stock and notes receivable that are convertible into preferred stock, that are deemed to be variable interests in the VIE. This assessment requires the Company to apply judgment in determining whether these interests, in the aggregate, are considered potentially significant to the VIE. Factors considered in assessing the significance include: the design of the VIE, including its capitalization structure; subordination of interests; payment priority; relative share of interests held across various classes within the VIE’s capital structure; and the reasons why the interests are held by the Company.

At the VIE’s inception, the Company determines whether it is the primary beneficiary and if the VIE should be consolidated based on the facts and circumstances. The Company then performs on-going reassessments of the VIE based on reconsideration events and reevaluates whether a change to the consolidation conclusion is required each reporting period. If the Company is not deemed to be the primary beneficiary in a VIE, the Company accounts for the investment or other variable interests in a VIE in accordance with the applicable GAAP (See Note 4).

Upon the occurrence of certain events and on a regular basis, the Company evaluates whether it no longer has a controlling interest in its consolidated VIEs. If the Company determines it no longer has a controlling interest, the subsidiary is deconsolidated. The Company records a gain or loss on deconsolidation based on the difference on the deconsolidation date between (i) the aggregate of (a) the fair value of any consideration received, (b) the fair value of any retained noncontrolling investment in the former subsidiary and (c) the carrying amount of any noncontrolling interest in the subsidiary being deconsolidated, less (ii) the carrying amount of the former subsidiary’s assets and liabilities.

Entities that do not qualify as a VIE are assessed for consolidation under the VOE model. Under the VOE model, the Company consolidates the entity if it determines that it, directly or indirectly, has greater than 50% of the voting shares and that other equity holders do not have substantive voting, participating or liquidation rights (See Note 4).

Acquisitions

The Company evaluates each of its acquisitions under the accounting framework in Accounting Standards Codification (“ASC”) Topic 805, Business Combinations, to determine whether the transaction is a business combination or an asset acquisition. In determining whether an acquisition should be accounted for as a business combination or an asset acquisition, the Company first performs a screen test to determine whether substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If this is the case, the acquired set is not deemed to be a business and is instead accounted for as an asset acquisition. If this is not the case, the Company then further evaluates whether the acquired set includes, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs. If so, the Company concludes that the acquired set is a business. During the years ended December 31, 2022 and 2021, the Company did not have any acquisitions that were accounted for as business combinations.

For asset acquisitions that involve the initial consolidation of a VIE that is not a business for which atai is the primary beneficiary, the transactions are accounted for under ASC 810, Consolidation, and no goodwill is recognized. Rather, the Company recognizes the identifiable assets acquired (excluding goodwill), the liabilities assumed, and any noncontrolling interests as though the VIE was a business and subject to the guidance on recognition and measurement in a business combination under ASC 805, and recognizes a gain or loss for the difference between (a) the sum of the fair values of consideration paid (including any contingent consideration) and noncontrolling interests, (b) the fair value of the VIE’s identifiable assets and liabilities, and (c) the reported amounts of any previously held interests. Acquisition-related expenses incurred by the Company in asset acquisitions that involve the initial consolidation of a VIE that is not a business, are not included as a component of consideration transferred, but are accounted for as an expense in the period in which the costs are incurred. In an asset acquisition, including the initial consolidation of a VIE that is not a business, acquired IPR&D with no alternative future use is charged to research and development expense at the acquisition date.

Equity Method Investments

The Company utilizes the equity method to account for investments when it possesses the ability to exercise significant influence, but not control, over the operating and financial decisions of the investee. Generally, the ability to exercise significant influence is presumed when the investor possesses more than 20% of the voting interests of the investee. This presumption may be overcome based on specific facts and circumstances that demonstrate that the ability to exercise significant influence is not present. The Company applies the equity method to investments in common stock and to other investments in non-consolidated entities that have risk and reward characteristics that are substantially similar to an investment in the investee’s common stock.

In applying the equity method, the Company’s investments are initially recorded at cost on the consolidated balance sheets. Upon recording an equity method investment, the Company evaluates whether there are basis differences between the carrying value and fair value of the Company’s proportionate share of the investee’s underlying net assets. Typically, the Company amortizes basis differences identified on a straight-line basis over the underlying assets’ estimated useful lives when calculating the attributable earnings or losses, excluding the basis differences attributable to IPR&D that had no alternative future use. To the extent a basis difference relates to IPR&D and the investee is not a business as defined in ASC 805, the Company immediately expenses such basis difference related to IPR&D. If the Company is unable to attribute all the basis difference to specific assets or liabilities of the investee, the residual excess of the cost of the investment over the proportional fair value of the investee’s assets and liabilities is recognized within the equity investment balance.

The Company subsequently adjusts the carrying amount of the investment by the Company’s proportionate share of the net earnings or losses and other comprehensive income or loss of the investee based on the Company’s percentage of common stock or in-substance common stock ownership during the respective reporting period. The Company records its share of the results of equity method investees and any impairment related to equity method investments as earnings or losses from investments in equity method investees, net of tax in the consolidated statements of operations. In the event that net losses of the investee reduce the carrying amount to zero, additional net losses may be recorded if the Company has other investment or other outstanding loans and advances to the investee and would be determined based on the Company’s proportionate share of the respective class of securities.

Currently the Company is not obligated to make additional capital contributions for its equity method investments, and therefore only records losses up to the amount of its total investment, inclusive of other investments in and loans to the investee, which are not accounted for as equity method investments. To the extent that the Company’s share of losses of the equity method investee on a cumulative basis exceeds its total investment amount, inclusive of its equity method investment, other investments, and loans, the Company will discontinue equity method loss recognition as the Company does not have guaranteed obligations of the investee nor has the Company otherwise committed to provide further financial support for the investee. The Company will resume recording its share of losses in future periods only after its share of the earnings of the equity method investee equals the Company’s share of losses not recognized during the suspended period. The Company evaluates additional equity method investments made after the suspension of loss recognition to determine whether such investments represent the funding of prior suspended losses of the equity method investee.

Equity method investments are reviewed for indicators of other-than-temporary impairment at each reporting period. Equity method investments are written down to fair value if there is evidence of a loss in value that is other-than-temporary. Methodologies that the Company may use to estimate the fair value of its equity method investments include, but are not limited to, considering recent investee equity transactions, discounted cash flow analysis, recent operating results, comparable public company operating cash flow multiples and in certain situations, balance sheet liquidation values. If the fair value of the investment has declined below the carrying amount, management considers several factors when determining whether an other-than-temporary decline has occurred, such as the length of the time and the extent to which the estimated fair value or market value has been below the carrying value, the financial condition and the near-term prospects of the investee, the intent and ability of the Company to retain its investment in the investee for a period of time sufficient to allow for any anticipated recovery in market value and general market conditions. The estimation of fair value and whether an other-than-temporary impairment has occurred requires the application of significant judgment and future results may vary from current assumptions. If declines in the value of the equity method investments are determined to be other-than-temporary, a loss is recorded in earnings in the current period as a component of losses from investments in equity method investees, net of tax on the consolidated statements of operations. Evidence of a loss in value might include, but would not necessarily be limited to, absence of an ability to recover the carrying amount of the investment or inability of the investee to sustain an earnings capacity that would justify the carrying amount of the investment. This evaluation consists of several qualitative and quantitative factors including recent financial results and operating trends of the investee, implied values in recent transactions of investee securities, or other publicly available information that may affect the value of the Company’s investments. The Company presents income/losses from equity investments and any impairment related to equity method investments as losses from investments in equity method investees on the consolidated statement of operations. The Company did not identify factors that would indicate that a potential other-than-temporary impairment of the carrying values of its equity method investments had occurred during the years ended December 31, 2022 and 2021.

Fair Value Option

As permitted under ASC 825, Financial Instruments, or ASC 825, the Company has elected the fair value option to account for its investment in common shares of IntelGenx, which otherwise would be subject to ASC 323. In accordance with ASC 825, the Company records this investment at fair value under Other investments held at fair value in the Company's consolidated balance sheets and changes in fair value are recognized as a component of other income (expense), net in the consolidated statements of operations. The carrying value of the investment remained at zero as of December 31, 2022 and December 31, 2021, respectively.

The Company has also elected the fair value option for its investment securities portfolio.

Other Investments

Other investments include ownership rights that either (i) do not provide the Company with control or significant influence, or (ii) do not have risk and reward characteristics that are substantially similar to an investment in the investee’s common stock. The Company records such investments under the measurement alternative method pursuant to ASC 321 as these investments do not have readily determinable fair values. Under the measurement alternative method, the Company records the investment at cost less impairment losses, if any, unless it identifies observable price changes in orderly transactions for the identical or a similar investment of the same issuer, in which case the Company will measure its investments at fair value as of the date that the observable transaction occurred. Such investments are presented as Other Investments on the consolidated balance sheets and any impairment recognized related to these investments are presented as a component of other income (expense), net in the consolidated statements of operations.

The Company performs a qualitative assessment at each reporting period considering impairment indicators to evaluate whether the investment is impaired. Impairment indicators that the Company considers include but are not limited to; i) a significant deterioration in the earnings performance, credit rating, asset quality, or business prospects of the investee, ii) a significant adverse change in the regulatory, economic, or technological environment of the investee, iii) a significant adverse change in the general market condition of either the geographical area or the industry in which the investee operates, iv) a bona fide offer to purchase, an offer by the investee to sell, or a completed auction process for the same or similar investment for an amount less than the carrying amount of that investment; v) factors that raise significant concerns about the investee’s ability to continue as a going concern, such as negative cash flows from operations, working capital deficiencies, or noncompliance with statutory capital requirements or debt covenants. If the qualitative assessment indicates that an investment is impaired, a loss is recorded equal to the difference between the fair value and carrying value of the investment.

Notes Receivable

The Company has certain notes receivable that are carried at cost, which includes the principal value of the note receivable, accrued interest and net of any payments received and impairment losses recognized. Generally, a loan is considered to be impaired when it is probable that the Company will not be able to collect any remaining amounts due in accordance with contractual terms of the loans and the amount of the loss can be reasonably estimated. As of December 31, 2022, there is no impairment loss recognized associated with the notes receivable that are carried at cost. Based on the terms of the notes receivable, certain notes receivable are classified as long term as their payments are due after twelve months from the balance sheet date.

Contingent Consideration Liability—Related Parties

The Company may record contingent consideration as part of the cost of acquisitions. Contingent consideration is recognized at fair value as of the date of acquisition and recorded as a liability on the consolidated balance sheet. The contingent consideration is re-valued on a quarterly basis using a discounted cash-flow valuation technique until fulfillment of the contingency. Changes in the fair value of the contingent consideration are recognized as a component of other income (expense), net in the consolidated statements of operations.

Convertible Promissory Notes

The Company does not use derivative instruments to hedge exposures to interest rate, market, or foreign currency risks. The Company evaluates all of its financial instruments, including convertible promissory notes, to determine if such instruments contain features that meet the definition of embedded derivatives. Embedded derivatives must be separately measured from the host contract if all the requirements for bifurcation are met. The assessment of the conditions surrounding the bifurcation of embedded derivatives depends on the nature of the host contract. Bifurcated embedded derivatives are recognized at fair value, with changes in fair value recognized in the consolidated statements of operations at each reporting period. Bifurcated embedded derivatives are classified with the related host contract in the Company’s consolidated balance sheets.

On March 16, 2020, Perception entered into a convertible promissory note agreement with the Company and other investors, including related parties, which provided for the issuance of convertible notes of $3.3 million to the Company and $0.6 million to other investors. On December 1, 2020, Perception entered into an additional convertible promissory note agreement with the Company and other investors, including related parties, which provided for the issuance of convertible notes of up to $12.0 million to the Company in aggregate of which (i) $6.2 million and $0.8 million were issued in December 2020 and January 2021, respectively, under the First Tranche Funding and (ii) $5.0 million was issued under the Second Tranche Funding in May 2021 (See Note 10). The Perception convertible promissory notes issued to the Company represent intercompany debt and are eliminated upon consolidation.

In addition, the Perception convertible promissory notes contain certain embedded features, which are redemption features and meet the definition of derivative instruments. The Company classifies these instruments as a liability on its consolidated balance sheets as the redemption features involve substantial discounts, provide for the accelerated repayment of the notes upon the occurrence of specified events, and are not clearly and closely related to its host instrument. The derivative liability was initially recorded at fair value upon issuance of the convertible promissory notes and is subsequently remeasured to fair value at each reporting date. Both the Perception convertible promissory notes and the derivative liability were classified as long-term and presented as convertible promissory notes and derivative liability in the Company’s consolidated balance sheets.

Changes in the fair value of the derivative liability are recognized as a component of other income (expense), net in the consolidated statements of operations. Changes in the fair value of the derivative liability were recognized until the convertible promissory notes converted in June 2021. As such, the derivative liability balance is $0 as of December 31, 2022 and December 31, 2021, respectively.

Debt Issuance Costs and Debt Discount

Debt issuance costs include incremental and direct costs incurred in relation to debt, such as legal fees, accounting fees, and other direct costs of the financing. Amounts paid to the lender are a reduction in the proceeds received by the Company and are generally considered a component of issuance discount, unless it is paid to compensate the lender for the services rendered or as a reimbursement of direct costs incurred by them in relation to the debt, in which case it would be akin to a debt issuance cost.

Debt issuance costs related to a recognized debt liability are presented in the consolidated balance sheet as a direct deduction from the carrying amount of the debt liability rather than as an asset, consistent with the presentation of debt discounts, and are amortized to interest expense over the term of the related debt using the effective interest method.

Research and Development Costs

Research and development costs are expensed as incurred. Research and development consist of salaries, benefits and other personnel related costs including equity-based compensation expense, laboratory supplies, preclinical studies, clinical trials and related clinical manufacturing costs, costs related to manufacturing preparations, fees paid to other entities to conduct certain research and development activities on the Company’s behalf and allocated facility and other related costs. Nonrefundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and capitalized as prepaid expenses until the related goods are delivered or services are performed.

Preclinical and clinical study costs are accrued over the service periods specified in the contracts and adjusted as necessary based upon an ongoing review of the level of effort and costs actually incurred. Payments for a product license prior to regulatory approval of the product and payments for milestones achieved prior to regulatory approval of the product are expensed in the period incurred as research and development expense.

Contingencies

The Company may be, from time to time, a party to various disputes and claims arising from normal business activities. The Company continually assesses any litigation or other claims it may confront to determine if an unfavorable outcome would lead to a probable loss or reasonably possible loss which could be estimated. The Company will accrue for all contingencies at the earliest date at which the Company deems it probable that a liability has been incurred and the amount of such liability can be reasonably estimated. If the estimate of a probable loss is a range and no amount within the range is more likely than another, the Company will accrue the minimum of the range. In the cases where the Company believes that a reasonably possible loss exists, the Company will disclose the facts and circumstances of the litigation, including an estimable range, if possible.

Licenses of Intellectual Property

The Company may enter into collaboration and out-licensing arrangements for research and development, manufacturing, and commercialization activities with counterparties for the development and commercialization of its product candidates. The agreements may have units of account within the scope of ASC 606 where the counterparties meet the definition of a customer as well as units of account within the scope of ASC 808 where both parties are determined to be active participants exposed to significant risk and rewards.

The arrangements may contain multiple components, which may include (i) licenses, or options to obtain licenses to the Company’s intellectual property or sale of the Company’s license, (ii) research and development activities, (iii) participation on joint steering committees, and (iv) the manufacturing of commercial, clinical or preclinical material. Payments pursuant to these arrangements may include non-refundable, upfront payments, milestone payments upon the achievement of significant development events, research and development reimbursements, sales milestones, and royalties on product sales. The amount of variable consideration is constrained until it is probable that the revenue is not at a significant risk of reversal in a future period. The contracts into which the Company enters generally do not include significant financing components.

In determining the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its collaboration and license agreements, the Company performs the following steps: (i) identification of the promised goods or services in the contract within the scope of ASC 606; (ii) determination of whether the promised goods or services are performance obligations including whether they are capable of being distinct and distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. As part of the accounting for these arrangements, the Company must use significant judgment to determine: a) the number of performance obligations based on the determination under step (ii) above; b) the transaction price under step (iii) above; c) the stand-alone selling price for each performance obligation identified in the contract for the allocation of transaction price in step (iv) above; and d) the measure of progress in step (v) above. The Company uses judgment to determine whether milestones or other variable consideration, except for sales-based milestones and royalties on license arrangements, should be included in the transaction price as described further below.

If a license to the Company’s intellectual property is determined to be distinct from the other promises or performance obligations identified in the arrangement, the Company recognizes revenue from consideration allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. In assessing whether a promise or performance obligation is distinct from the other elements, the Company considers factors such as the research, development, manufacturing and commercialization capabilities of the counterparties and the availability of its associated expertise in the general marketplace. In addition, the Company considers whether the counterparties can benefit from a promise for its intended purpose without the receipt of the remaining elements, whether the value of the promise is dependent on the unsatisfied promise, whether there are other vendors that could provide the remaining promise, and whether it is separately identifiable from the remaining promise. For licenses that are combined with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance

obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue. The Company evaluates the measure of progress as of each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. The measure of progress, and thereby periods over which revenue should be recognized, is subject to estimates by management and may change over the course of the arrangement. Such a change could have a material impact on the amount of revenue the Company records in future periods.

Customer Options: If an arrangement is determined to contain customer options that allow the customer to acquire additional goods or services such as research and development services or manufacturing services, the goods and services underlying the customer options are not considered to be performance obligations at the inception of the arrangement unless a material right is provided to the customer. If the customer option does not represent a material right, the obligation to provide such goods and services is contingent on exercise of the option, and the associated consideration is not included in the transaction price. If a customer option is determined to include a significant and incremental discount and, therefore, represents a material right, the material right is recognized as a separate performance obligation at the outset of the arrangement. The Company allocates the transaction price to material rights based on the relative standalone selling price.

Milestone Payments: At the inception of each arrangement that includes milestone payments, the Company evaluates whether the milestones are considered probable of being achieved and estimates the amount to be included in the transaction price using the most-likely amount method. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the control of the Company or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. The Company evaluates factors such as the scientific, clinical, regulatory, commercial, and other risks that must be overcome to achieve the respective milestone in making this assessment. There is considerable judgment involved in determining whether it is probable that a significant revenue reversal would not occur. At the end of each subsequent reporting period, the Company reevaluates the probability of achievement of all milestones subject to constraint and, if necessary, adjusts its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment.

Royalties: For license arrangements that include sales-based royalties, including milestone payments based on a level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). To date, the Company has not recognized any royalty revenue resulting from any of its licensing arrangements.

Stock-Based Compensation

The Company accounts for all stock-based payment awards granted to employees, directors and non-employees as stock-based compensation expense based on their grant date fair value. The stock-based payment awards are measured at fair value on the date of the grant and that fair value is recognized as share-based compensation expense in the Company’s consolidated statements of operations over the requisite service period of the respective award. The estimated fair value of awards that contain performance conditions is expensed when the Company concludes that it is probable that the performance condition will be achieved. The Company may grant awards with graded-vesting features. When such awards have only service vesting requirements, the Company elected to record share-based compensation expense on a straight-line basis. Recognition of compensation cost relating to awards that vest on a “Liquidity Event” (as defined in the award) will be deferred until the consummation of such transaction.

The Company measures the fair value of its stock options that only have service vesting requirements or performance-based options without market conditions using the Black-Scholes option pricing model. For performance-based awards with market conditions, the Company determines the fair value of the awards as of the grant date using a Monte Carlo simulation model.

Certain assumptions need to be made with respect to utilizing the Black-Scholes option pricing model, including the expected life of the award, volatility of the underlying shares, the risk-free interest rate and the fair value of the Company’s common shares. Since the Company has limited option exercise history, it has generally elected to estimate the expected life of an award based upon the “simplified method” with the continued use of this method extended until such time the Company has sufficient exercise history. The risk-free interest rate is based on the rates paid on securities issued by the U.S. Treasury with a term approximating the expected life of the equity award. Because the Company did not have an extended trading history for its common shares, the expected volatility was estimated using weighted average measures of the Company's historical volatility and the historical volatility of a peer group of companies for a period equal to the expected life of the stock options. The Company’s peer group of publicly traded biopharmaceutical companies was chosen based on their similar size, stage in the life cycle or area of specialty. The Company has elected to recognize forfeitures of stock-based compensation awards as they occur.

As part of the valuation of stock-based compensation under the Black-Scholes option pricing model, it is necessary for the Company to use the fair value of its common stock as a valuation input. Prior to the closing of the IPO, the fair value of the Company’s common stock was estimated on each grant date. The fair value of the Company's privately held subsidiaries' common stock was also estimated on each grant

date. Given the absence of a public trading market, and in accordance with the American Institute of Certified Public Accountants’ Practice Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation, the Company exercised reasonable judgment and considered numerous objective and subjective factors to determine its best estimate of the fair value of its common stock. The estimation of the fair value of the common stock considered factors including the following: the estimated present value of the Company’s future cash flows; the Company’s business, financial condition and results of operations; the Company’s forecasted operating performance; the illiquid nature of the Company’s common stock; industry information such as market size and growth; market capitalization of comparable companies and the estimated value of transactions such companies have engaged in; and macroeconomic conditions.

After the closing of the IPO in June 2021, the Company’s board of directors determined the fair value of each share of common stock underlying stock-based awards based on the closing price of the Company’s common stock as reported by Nasdaq on the date of grant.

Noncontrolling Interests

The Company recognizes noncontrolling interests related to its consolidated VIEs in the consolidated balance sheets as a component of equity, separate from atai stockholders’ equity. Changes in the Company’s ownership interest in a consolidated VIE that do not result in a loss of control are accounted for as equity transactions. The noncontrolling interests related to its consolidated VIEs are initially recorded at fair value. Net losses in consolidated VIEs are attributed to noncontrolling interests considering the liquidation preferences of the different classes of equity held by the shareholders in the VIE and their respective interests in the net assets of the consolidated VIE in the event of liquidation, and their pro rata ownership.

In addition, the Company evaluates the classification of noncontrolling interests based upon a review of the legal provisions governing the redemption of such interests as the obligation to redeem these shares are triggered by events that are within the control of the Company. The Company evaluates individual noncontrolling interests for the ability to recognize the noncontrolling interest as permanent equity on the consolidated balance sheets at the time such interests are issued and on a continual basis. Any noncontrolling interest that fails to qualify as permanent equity are considered redeemable noncontrolling interests and reclassified as temporary equity.

The amount of net loss attributable to noncontrolling interests are included in consolidated net loss on the face of the consolidated statements of operations. Refer to Note 4 for further information.

Redeemable Noncontrolling Interests

Noncontrolling interests related to certain consolidated VIEs are subject to redemptions by third-party investors. As these interests are redeemable upon the occurrence of events that are not solely within the control of the Company, amounts relating to third-party interests in such consolidated entities are classified in the temporary equity as redeemable noncontrolling interest within the consolidated balance sheets. The redeemable noncontrolling interests related to its consolidated VIEs are initially recorded at fair value. Net losses in consolidated VIEs are attributed to redeemable noncontrolling interests considering their liquidation preferences for the different classes of equity held by the shareholders in the VIE and their respective interests in the net assets of the consolidated VIE.

The amount of net loss attributable to redeemable noncontrolling interests are included in the consolidated net loss on the face of the consolidated statements of operations. Refer to Note 4 for further information.

Income Taxes

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and the respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recorded when, after consideration of all positive and negative evidence, it is not more likely than not that the Company’s deferred tax assets will be realizable. If the Company determines that it would be able to realize its deferred tax assets in the future in excess of its net recorded amount, the Company would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit will more likely than not be realized. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. The Company recognizes interest and penalties related to the underpayment of income taxes as a component of the provision for income taxes.

Fair Value Measurements

Assets and liabilities recorded at fair value on a recurring basis in the consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows:

Level 1—Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date;

Level 2—Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; and

Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

The Company’s contingent consideration liability—related parties, derivative liability associated with the Perception convertible promissory notes, IntelGenx Initial Warrants and Additional Unit Warrants, and warrant liability with Neuronasal, Inc. are carried at fair value, determined according to Level 3 inputs in the fair value hierarchy described above (See Note 7). The IntelGenx common stock is carried at fair value, determined according to Level 2 inputs in the fair value hierarchy above. The carrying amount reflected in the accompanying consolidated balance sheets for cash, prepaid expenses and other current assets, accounts payable and accrued expenses approximate their fair values, due to their short-term nature.

The carrying amounts of the Company’s remaining outstanding convertible promissory notes—related parties issued in 2018 and 2020 (collectively, the “2018 Convertible Notes”) do not approximate fair value because the fair value is driven by the underlying value of the Company’s common stock into which the notes are to be converted. As of December 31, 2022, the carrying amount and fair value amount of the 2018 Convertible Notes was $0.4 million and $13.1 million, respectively. As of December 31, 2021, the carrying amount and fair value amount of the 2018 Convertible Notes was $0.8 million and $69.7 million, respectively. Several noteholders of the 2018 Convertible Notes elected to convert their promissory notes into shares of the Company's common stock during the years ended December 31, 2022 and 2021, respectively. See Note 10 for additional discussion.

The carrying amounts of the Perception convertible promissory notes issued during 2020, do not approximate fair value because carrying amounts are net of unamortized debt discounts and bifurcated derivative liabilities. The fair value of the Perception convertible promissory notes was determined based on the changes in expectation and increase in probability of occurrence of certain conversion events, including a qualified equity financing and a licensing transaction, that would have beneficial conversion terms for the note holders. In June 2021, the Perception convertible promissory notes converted into shares of Series A preferred stock of Perception pursuant to their original terms. As of December 31, 2022 and December 31, 2021 there were no Perception convertible promissory notes outstanding. See Note 10 for additional discussion.

Foreign Currency

Assets and liabilities of foreign operations are translated using exchange rates in effect at the balance sheet date and their results of operations are translated using average exchange rates for the year. Investments accounted for under the equity method and stockholders’ equity are translated based on historical exchange rates. Certain transactions of the Company and its subsidiaries are denominated in currencies other than their functional currency. Adjustments resulting from the translation of the financial statements of the Company’s foreign functional currency subsidiaries into U.S. dollars are excluded from the determination of net loss and are accumulated in a separate component of shareholders’ equity. Foreign exchange transaction gains and losses are recognized as a component of other income (expense), net in the consolidated statements of operations.

Emerging Growth Company Status

The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of

the date that it (i) is no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. As a result, these consolidated financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates.

As described in “Recently Adopted Accounting Pronouncements” below, the Company early adopted certain accounting standards, as the JOBS Act does not preclude an emerging growth company from adopting a new or revised accounting standard earlier than the time that such standard applies to private companies. The Company expects to use the extended transition period for any other new or revised accounting standards during the period in which it remains an emerging growth company.

Recently Adopted Accounting Pronouncements

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which is a comprehensive new lease standard that amends various aspects of existing accounting guidance for leases. The core principle of Topic 842 requires lessees to recognize on the consolidated balance sheets a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term for both finance and operating leases with lease terms greater than twelve months. The lease liability is measured at the present value of the unpaid lease payments and the right-of-use asset is derived from the calculation of the lease liability. Topic 842 also requires lessees to disclose key information about leasing arrangements. For public entities, ASU 2016-02 is effective for fiscal years beginning after December 15, 2018. As a result of the Company having elected the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act, ASU 2016-02 is effective for the Company beginning after December 15, 2021.

The Company adopted the new standard on January 1, 2022 using the modified transition approach as of the effective date.

The new standard provides a number of optional practical expedients in transition. The Company elected the “package of practical expedients,” which permitted it to not reassess under the new standard its prior conclusions about lease identification, lease classification, and initial direct costs. As a result, the Company has continued to account for existing leases - i.e. leases for which the commencement date is before January 1, 2022 - in accordance with Topic 840 throughout the entire lease term, including periods after the effective date, with the exception that the Company applied the new balance sheet recognition guidance for operating leases and applied Topic 842 for remeasurements and modifications after the Transition Date. The Company also elected the hindsight expedient in determining the lease term and assessing impairment of right-of-use assets when transitioning to ASC 842. As a result, the Company evaluated the lease term for its existing leases as of the transition date, January 1, 2022.

The most significant impact of the adoption of Topic 842 on the Company’s consolidated financial statements was the recognition of a $0.2 million operating lease right-of-use asset, a $0.1 million current operating lease liability, and a $0.1 million long-term operating lease liability on the Company’s consolidated balance sheet related to its existing facility operating lease. The Company did not have a deferred rent liability recorded in connection with its existing facility operating lease. There was no material impact to the Company’s consolidated balance sheet, statement of operations, and no cumulative-effect adjustment to accumulated deficit. The Company recorded an immaterial amount of general and administrative expense in its consolidated statement of operations related to lease expense, including short-term lease expense during the year ended December 31, 2022.

Recently Issued Accounting Pronouncements Not Yet Adopted

In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses. This update requires immediate recognition of management’s estimates of current expected credit losses. Under the prior model, losses were recognized only as they were incurred. The new model is applicable to most financial assets and certain other instruments that are not measured at fair value through net income. In November 2019, the FASB issued ASU 2019-10, which delays adoption for "smaller reporting companies" as defined under the rules promulgated under the Exchange Act.

The allowance for credit losses is a valuation account which is presented separately on the consolidated balance sheet by deducting it from the assets amortized cost. Furthermore, the allowance for credit losses is adjusted each period to reflect the movement in expected credit losses.

The Company utilizes an undiscounted probability-of-default (“PD”) and loss-given-default (“LGD”) method for estimating credit losses on its assets pool, which is comprised of loans to other companies. Under the PD and LGD method, the expected credit loss percentage (or “loss rate”) is calculated as the probability of default (i.e., the probability the asset will default within the given time frame) multiplied by the loss given default (i.e., the percentage of the asset not expected to be collected because of default). To implement the PD and LGD method, the Company utilizes readily observable market information from term-matched public debt to derive market implied current expected credit losses (“MICECL”) grouped by Standard & Poor’s (“S&P”) credit rating scale. The MICECL framework considers risk characteristics of assets pool based on publicly available or estimated S&P credit ratings to calculate an appropriate credit loss reserve for the pool or group of assets.

ASU 2016-13 requires a cumulative effect adjustment to the statement of financial position as of the beginning of the first reporting period in which it is effective. The Company will adopt ASU 2016-13 effective January 1, 2023 with the cumulative effect of adoption recorded as an adjustment to accumulated deficit. We estimate the adoption impact to be in the range of $0.5 million to $0.8 million.

Acquisitions

12 Months Ended

Dec. 31, 2022

Business Combinations [Abstract]

Acquisitions

3. Acquisitions and Dispositions

2021 Acquisitions

PsyProtix, Inc.

In February 2021, the Company jointly formed PsyProtix with Chymia, LLC (“Chymia”). PsyProtix was created for the purpose of exploring and developing a metabolomics-based precision psychiatry approach, initially targeting the stratification and treatment of Treatment Resistant Depression (“TRD”) patients. In February 2021, pursuant to a Series A Preferred Stock Purchase Agreement (the “PsyProtix Purchase Agreement”), the Company acquired shares of PsyProtix’s Series A preferred stock in exchange for an initial payment of $0.1 million in cash. In addition, pursuant to the PsyProtix Purchase Agreement, the Company agreed to make aggregate payments to PsyProtix of up to $4.9 million upon the achievement of specified clinical milestones to complete the purchase of the shares and provide additional funding to PsyProtix. The PsyProtix Purchase Agreement resulted in the Company holding a 75.0% voting interest and Chymia holding a 25.0% voting interest in PsyProtix. In connection with the Company’s agreement for additional funding, PsyProtix issued the corresponding Series A preferred shares to the Company provided that the shares are held in an escrow account (the “PsyProtix Escrow Shares”). The PsyProtix Escrow Shares will be released, from time to time, to the Company upon PsyProtix achieving certain milestones as defined in the PsyProtix Purchase Agreement with cash payments to be made by the Company. In addition, the Company has the right, but not the obligation, to make payment for the certain PsyProtix Escrow Shares at any time, regardless of the achievement of any milestones. The PsyProtix Escrow Shares have voting and all other rights until an event of default occurs where the Company fails to make a payment within 10 days following the written notice of the achievement of the relevant milestone. In the event of default, PsyProtix shall automatically repurchase a pro rata portion of the Escrow Shares from atai (“Repurchase Event”) for a purchase price per share equal to the par value of such Escrow Shares. Upon the Repurchase Event, the Escrow Shares are released from escrow to PsyProtix and thereafter cancelled. The Repurchase Event is the sole remedy upon atai’s failure to make the payment for the milestone shares. In addition, prior to the occurrence of the earlier of a certain milestone event or reaching of the Company’s capital contribution threshold of $5.0 million, PsyProtix will issue additional shares of common stock to Chymia to maintain Chymia’s current ownership percentage. This anti-dilution right was concluded to be embedded in the common shares held by Chymia.

Immediately following the closing of the PsyProtix Purchase Agreement, PsyProtix loaned $0.1 million to Chymia in exchange for a duly executed promissory note (the “Chymia Note”). The Chymia Note shall accrue interest at a 5% rate per annum until payment in full. The aggregate principal amount of $0.1 million, together with all accrued and unpaid interest and all other amounts payable are due to be paid on the date that is the earlier of (i) five years from the promissory note agreement date or (ii) the occurrence of a liquidation event or a deemed liquidation event (as defined in the PsyProtix’s certificate of incorporation). As of December 31, 2022, the Chymia Note was $0.1 million and included as a component of long-term notes receivable—related parties on the consolidated balance sheets.

The PsyProtix Purchase Agreement provided the Company unilateral rights to control all decisions related to the significant activities of PsyProtix. The Company concluded that PsyProtix was not considered a business based on its assessment under ASC 805 and accounted for the Company’s acquisition in PsyProtix as an initial consolidation of a VIE that is not a business under ASC 810 (See Note 4). The assets acquired, liabilities assumed, and noncontrolling interest in the transaction were measured based on their fair values. The Company did not recognize a gain or a loss in connection with the consolidation of PsyProtix as the fair value of the consideration paid of $0.1 million was equivalent to the fair value of the identifiable assets acquired of $0.1 million.

In October 2021, pursuant to the Board consent letter and the PsyProtix Purchase Agreement discussed above, the Company released a payment in the amount of $0.5 million upon the achievement of specified clinical milestones. Accordingly, 500,000 Series A Preferred Stock was released from the escrow account to atai. The Company's equity ownership interest in PsyProtix remained unchanged as the PsyProtix Escrow Shares were already deemed issued, outstanding and legally owned by atai.

Psyber, Inc.

Psyber is a globally based startup focused on the development of brain-computer interface-enabled digital therapeutics for treating mental health issues. Psyber was created as a joint venture between the Company and the founders of Psyber. In February 2021, pursuant to a Series A Preferred Stock Purchase Agreement (the “Psyber Purchase Agreement”), the Company acquired shares of Psyber’s Series A preferred stock in exchange for an initial payment of $0.2 million in cash. In addition, pursuant to the Psyber Purchase Agreement, the Company agreed to make aggregate payments to Psyber of up to $1.8 million upon the achievement of specified clinical milestones to complete the purchase of the shares and provide additional funding to Psyber. The Psyber Purchase Agreement resulted in the Company holding a 75.0% voting interest and the founders of Psyber jointly holding a 25.0% voting interest in Psyber. In connection with the Company’s agreement for additional funding, Psyber issued the corresponding Series A preferred shares to the Company provided that the shares are held in an escrow account (the “Psyber Escrow Shares”). The Psyber Escrow Shares will be released, from time to time, to the Company upon Psyber achieving certain milestones as defined in the Psyber Purchase Agreement with cash payments to be made by the Company. In addition, the Company has the right, but not the obligation, to make payment for the certain Psyber Escrow Shares at any time, regardless of the achievement of any milestones. The Psyber Escrow Shares have voting and all other rights until an event of default occurs where the Company fails to make a payment within 10 days following the written notice of the achievement of the relevant milestone. In the event of default, Psyber shall automatically repurchase a pro rata portion of the Escrow Shares from atai (“Repurchase Event”) for a purchase price per share equal to the par value of such Escrow Shares. Upon the Repurchase Event, the Escrow Shares are released from escrow to Psyber and thereafter cancelled. The Repurchase Event is the sole remedy upon atai’s failure to make the payment for the milestone shares. In addition, prior to the occurrence of the earlier of a certain milestone event or reaching of the Company’s capital contribution threshold of $2.0 million, Psyber will issue additional shares of common stock to the founders of Psyber to maintain the founders’ current ownership percentage. This anti-dilution right was concluded to be embedded in the common shares held by the founders of Psyber.

The Psyber Purchase Agreement provided the Company unilateral rights to control all decisions related to the significant activities of Psyber. The Company concluded that Psyber was not considered a business based on its assessment under ASC 805 and accounted for the Company’s acquisition in Psyber as an initial consolidation of a VIE that is not a business under ASC 810 (See Note 4). The assets acquired, liabilities assumed, and noncontrolling interest in the transaction were measured based on their fair values. The Company recognized a de minimis gain for the year ended December 31, 2021. The gain was calculated as the sum of the consideration paid of $0.2 million, less the fair value of identifiable net assets acquired of $0.2 million.

InnarisBio, Inc.

In February 2021, the Company jointly formed InnarisBio with UniQuest Pty Ltd (“UniQuest”) for the purpose of adding a solgel-based direct-to-brain intranasal drug delivery technology to the Company’s platform. In March 2021, pursuant to a Series A Preferred Stock Purchase Agreement (the “InnarisBio Purchase Agreement”), the Company acquired shares of InnarisBio’s Series A preferred stock in exchange for an initial payment of $1.1 million in cash. In addition, pursuant to the InnarisBio Purchase Agreement, the Company agreed to make aggregate payments to InnarisBio of up to $3.9 million upon the achievement of specified clinical milestones to complete the purchase of the shares and provide additional funding to InnarisBio. The InnarisBio Purchase Agreement resulted in the Company holding an 82.0% voting interest and UniQuest holding a 18.0% voting interest in InnarisBio. In connection with the Company’s agreement for additional funding, InnarisBio issued the corresponding Series A preferred shares to the Company provided that the shares are held in an escrow account (the “InnarisBio Escrow Shares”). The InnarisBio Escrow Shares will be released, from time to time, to the Company upon InnarisBio achieving certain milestones as defined in the InnarisBio Purchase Agreement with cash payments to be made by the Company. In addition, the Company has the right, but not the obligation, to make payment for the InnarisBio Escrow Shares at any time, regardless of the achievement of any milestones. The InnarisBio Escrow Shares have voting and all other rights until an event of default occurs where the Company fails to make a payment within 10 days following the written notice of the achievement of the relevant milestone. In the event of default, InnarisBio shall automatically repurchase a pro rata portion of the Escrow Shares from atai (“Repurchase Event”) for a purchase price per share equal to the par value of such Escrow Shares. Upon the Repurchase Event, the Escrow Shares are released from escrow to InnarisBio and thereafter cancelled. The Repurchase Event is the sole remedy upon atai’s failure to make the payment for the milestone shares.

The InnarisBio Purchase Agreement provided the Company unilateral rights to control all decisions related to the significant activities of InnarisBio. The Company concluded that InnarisBio was not considered a business based on its assessment under ASC 805 and accounted for the Company’s acquisition in InnarisBio as an initial consolidation of a VIE that is not a business under ASC 810 (See Note 4). The assets acquired, liabilities assumed, and noncontrolling interest in the transaction were measured based on their fair values. The Company recognized a de minimis loss on consolidation for the year ended December 31, 2021. The loss was calculated as the sum of the consideration paid of $1.1 million, the fair value of the noncontrolling interest issued of $0.9 million, less the fair value of identifiable net assets acquired of $2.0 million. The fair value of the contingent milestone payments of $0.1 million was included in the total purchase consideration for the noncontrolling interest and recognized as a liability by InnarisBio at the date of acquisition. The fair value of the IPR&D acquired of $1.0 million was reflected as acquired in-process research and development expense on the consolidated statements of operations for the year ended December 31, 2021 as it had no alternative future use at the time of the acquisition.

Neuronasal, Inc.

Neuronasal, Inc. (“Neuronasal”) is developing a novel intranasal formulation of N-acetylcysteine for acute mild traumatic brain injury. The Company first acquired investments in Neuronasal in December 2019 pursuant to a Preferred Stock Purchase Agreement (the “Neuronasal PSPA”). In December 2019, in connection with the original purchase of the preferred shares, Neuronasal and the Company entered into the Secondary Sale and Put Right Agreement (the “Neuronasal Secondary Sale Agreement”), whereby upon the achievement of certain contingent development milestones, existing common shareholders have the right to sell and the Company has the option but not the obligation to purchase additional shares of common stock at a price determined based on the fair market value per share on the date of exercise. These options that will allow the Company to purchase additional common shares are contingent upon the exercise of the options by Neuronasal’s common shareholders to sell shares to the Company. On March 10, 2021, pursuant to the Neuronasal PSPA, the Company purchased additional Series A preferred shares for approximately $0.8 million based on the achievement of certain development milestones. Also, pursuant to the Neuronasal Secondary Sale Agreement, the Company purchased additional common shares for approximately $0.3 million. On May 17, 2021, pursuant to the Neuronasal PSPA the Company exercised its option to purchase additional shares of Series A preferred stock of Neuronasal for an aggregate cost of $1.0 million. The additional purchase on May 17, 2021 resulted in the Company obtaining an aggregate 56.5% ownership interest in Neuronasal, including the Company’s previously acquired investments in Neuronasal’s common and preferred stock, and provided the Company with control of Neuronasal’s board of directors and the unilateral rights to control all decisions related to the significant activities of Neuronasal. Prior to May 17, 2021, the Company accounted for its investments in Neuronasal’s common stock under the equity method and Neuronasal’s preferred stock under the measurement alternative (See Note 5). Following the closing of this acquisition on May 17, 2021, the results of Neuronasal have been consolidated in the Company’s consolidated financial statements.

The Company concluded that Neuronasal was not considered a business based on its assessment under ASC 805 and accounted for the Company’s acquisition in Neuronasal as an initial consolidation of a variable interest entity (“VIE”) that is not a business under ASC 810 (See Note 4). The assets acquired, liabilities assumed, and noncontrolling interest in the transaction were measured based on their fair values. The Company recognized a gain of $3.5 million for the year ended December 31, 2021. The gain was calculated as the sum of the consideration paid of $1.0 million, the fair value of the noncontrolling interest issued of $3.0 million, the carrying value of the Company’s investments in Neuronasal’s common stock and preferred stock prior to May 17, 2021 of $0.8 million, less the fair value of identifiable net assets acquired of $8.3 million. The fair value of the IPR&D acquired of $8.0 million was reflected as acquired in-research and development expense on the consolidated statements of operations for the year ended December 31, 2021 as it had no alternative future use at the time of the acquisition.

TryptageniX, Inc.

TryptageniX, Inc. ("TryptageniX"), a Delaware corporation, was incorporated by CB Therapeutics, Inc. (“CBT”) on November 17, 2021, for the purpose of developing and commercializing Intellectual Property (“IP”) and to develop innovative biosynthetic methods to manufacture bioidentical, clinically relevant compounds, including psychoactive compounds which are highly difficult to produce sustainability through traditional methods. TryptageniX will generate New Chemical Entities (“NCE"). In December 2021, pursuant to the Stock Purchase Agreement (TryptageniX-ATAI Stock Purchase Agreement"), atai acquired Class A Common Stock in exchange for $2.0 million and received a certificate representing additional Class A Common Stock to be held in escrow ("Escrow Shares") by TryptageniX to be released upon achievement of specified clinical milestones and corresponding milestone payments. The TryptageniX-ATAI Stock Purchase Agreement resulted in the Company holding a 65% equity ownership interest and CBT holding a 35% equity ownership interest in TryptageniX. The Escrow Shares will be released, from time to time, to the Company upon TryptageniX achieving certain milestones as defined in the TryptageniX Purchase Agreement with cash payments to be made by the Company. Notwithstanding anything to the contrary, atai shall be the owner of the Escrow Shares and has the right, but not the obligation, to make payment for the Escrow Shares at any time, regardless of the achievement of any milestones. The Escrow Shares have voting and all other rights until an event of default occurs where the Company fails to make a payment within 10 days following the written notice of the achievement of the relevant milestone. In the event of default, TryptageniX shall automatically repurchase a pro rata portion of the Escrow Shares from atai (“Repurchase Event”) for a purchase price per share equal to the par value of such Escrow Shares. Upon the Repurchase Event, the Escrow Shares are released from escrow to TryptageniX and thereafter cancelled. The Repurchase Event is the sole remedy upon atai’s failure to make the payment for the milestone shares.

On December 3, 2021, the Company made an additional payment of $1.0 million to CBT for the first installment of a $2.0 million exclusivity fee to become a party to the TryptageniX-ATAI Stock Purchase Agreement. The fee represents the exclusive right to the CBT technology and know-how defined in the TryptageniX Stockholders Agreement. The remaining installment of $1.0 million shall be paid no later than the second anniversary of the acquisition date, either in cash or in common shares of atai.

The TryptageniX-ATAI Stock Purchase Agreement provided the Company unilateral rights to control all decisions related to the significant activities of TryptageniX. The Company concluded that the acquired assets and activities of TryptageniX did not constitute a business based on its assessment under ASC 805 and accounted for the acquisition as an initial consolidation of a VIE that is not a business under

ASC 810 (See Note 4). The assets acquired, liabilities assumed, and noncontrolling interest in the transaction were measured based on their fair values. The Company did not recognize a gain or a loss in connection with the consolidation of TryptageniX as the fair value of the consideration paid of $1.0 million was equivalent to the fair value of identifiable net assets acquired of $6.5 million, less the fair value of the noncontrolling interest issued of $3.9 million, fair value of the contingent consideration of $0.9 million, and fair value of liability for seller financing of $0.8 million. The Company elected to expense the entire fair value of the acquired IPR&D asset of $6.5 million as it has no alternative use at the acquisition date.

All acquisitions discussed above were considered as asset acquisitions and no goodwill was recognized upon consolidation.

2022 Dispositions

Neuronasal, Inc.

In November 2022, the Company finalized and entered into a Redemption, Termination and Release Agreement ("Termination Agreement") with Neuronasal through which atai disposed of its equity interests and residual SPA funding obligations. Pursuant to the Neuronasal Termination Agreement, the Company transferred all of its approximately 56.5% equity interest in Neuronasal in exchange for the redemption consideration in the form of certain warrants. The Neuronasal Termination Agreement entitles the Company to purchase certain common stock in Neuronasal upon the occurrence of certain contingencies, such as an initial public offering, qualified financing event, or certain clinical studies. The Company has no further obligations to fund Neuronasal.

As a result of the disposition, the Company ceased having controlling financial interest in Neuronasal and the Company deconsolidated Neuronasal in November 2022 because it determined that it no longer was the primary beneficiary of Neuronsasal as it no longer had the power to direct the significant activities of Neuronasal. Upon the effective termination date, the Company derecognized all of Neuronasal's assets and liabilities from its balance sheet, and recognized a gain of $1.5 million, which was recognized as a component of other income in the consolidated statement of operations for the year ended December 31, 2022. The Company determined that the value of the warrants received in connection with the Termination Agreement were de minimis as of the termination date. In connection with the deconsolidation of Neuronasal, the Company concluded that a loan loss has been incurred and the loan assets were impaired accordingly. The Company recognized an impairment of loan receivable of $0.9 million for the year ended December 31, 2022.

The Company concluded that the decision to deconsolidate Neuronasal, which was based on clinical data that did not meet expectations, did not represent a significant strategic shift. Therefore, the Company did not present the results of Neuronasal prior to deconsolidation as discontinued operations in its consolidated statements of operations for the year ended December 31, 2022.

Variable Interest Entities and a Voting Interest Entity

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Variable Interest Entities and a Voting Interest Entity

4. Variable Interest Entities and a Voting Interest Entity

Consolidated VIEs

At each reporting period, the Company reassesses whether it remains the primary beneficiary for Variable Interest Entities (“VIEs”) consolidated under the VIE model.

The entities consolidated by the Company are comprised of wholly and partially owned entities for which the Company is the primary beneficiary under the VIE model as the Company has (i) the power to direct the activities that most significantly impact the VIE’s economic performance and (ii) the obligation to absorb losses that could potentially be significant to the VIE, or the right to receive benefits from the VIE that could potentially be significant to the VIE. The results of operations of the consolidated entities are included within the Company’s consolidated financial statements from the date of acquisition to December 31, 2022.

As of December 31, 2022 and December 31, 2021, the Company has accounted for the following consolidated investments as VIEs, excluding the wholly owned subsidiaries:


Consolidated Entities	Relationship as of December 31, 2022		Relationship as of December 31, 2021	Date Control Obtained	Ownership % December 31, 2022	Ownership % December 31, 2021
Perception Neuroscience Holdings, Inc.	Controlled VIE		Controlled VIE	November 2018	58.9%	58.9%
Kures, Inc.	Controlled VIE		Controlled VIE	August 2019	64.5%	54.1%
EntheogeniX Biosciences, Inc.	Controlled VIE		Controlled VIE	November 2019	80.0%	80.0%
DemeRx IB, Inc.	Controlled VIE		Controlled VIE	December 2019	59.5%	59.5%
Recognify Life Sciences, Inc.	Controlled VIE		Controlled VIE	November 2020	51.9%	51.9%
PsyProtix, Inc.	Controlled VIE		Controlled VIE	February 2021	75.0%	75.0%
Psyber, Inc.	Controlled VIE		Controlled VIE	February 2021	75.0%	75.0%
InnarisBio, Inc.	Controlled VIE		Controlled VIE	March 2021	82.0%	82.0%
Neuronasal, Inc.	—	(1)	Controlled VIE	May 2021	—	56.5%
TryptageniX Inc.	Controlled VIE		Controlled VIE	December 2021	65.0%	65.0%

(1) As discussed in Note 3, the Company deconsolidated Neuronsal, Inc. in November 2022.

As of December 31, 2022 and December 31, 2021, the assets of the consolidated VIEs can only be used to settle the obligations of the respective VIEs. The liabilities of the consolidated VIEs are obligations of the respective VIEs and their creditors have no recourse to the general credit or assets of atai.

EntheogeniX Biosciences, Inc.

In November 2019, the Company entered into a series of agreements with Cyclica Inc. ("Cyclica") to form EntheogeniX Biosciences, Inc. ("EntheogeniX"), a company dedicated to developing the next generation of innovative mental health drugs employing an AI-enabled computational biophysics platform designed to optimize and accelerate drug discovery. Based on the Company's assessment of the transaction at the time of acquisition, the Company concluded that EntheogeniX was not a business and accounted for the Company's investment as an initial consolidation of a VIE that is not a business under ASC 810.

In September 2021, the Company executed an amendment to the Stockholders Agreement and Contribution and Subscription Agreement ("EntheogeniX Amendment") between atai, EntheogeniX and Cyclica, in which atai agreed to purchase additional Class A common stock for an aggregate purchase price of $0.5 million. In February and September 2022, pursuant to the EntheogeniX Amendment, atai purchased additional shares of Class A common stock for an aggregate purchase price of $2.2 million. As a result of anti-dilution protection available to Cyclica, the Company's ownership percentage in EntheogeniX did not change due to the Class A common stock purchase. As of December 31, 2022 and December 31, 2021, the Company owned 80% of the outstanding common stock of EntheogeniX.

The purchase of additional Class A common stock was deemed to be a reconsideration event. The Company determined that EntheogeniX is still considered a VIE subsequent to the additional Class A common stock purchase as EntheogeniX does not have sufficient equity at risk to carry out its principal activities without additional subordinated financial support.

The following table presents the assets and liabilities (excluding intercompany balances that were eliminated in consolidation) for all VIEs as of December 31, 2022 (in thousands):


	Perception		Kures		EntheogeniX		DemeRx IB		Recognify		PsyProtix		Psyber		InnarisBio		TryptageniX
Assets:
Current assets:
Cash	$	8,703	$	220	$	467	$	12,251	$	7,526	$	1	$	683	$	719	$	513
Accounts receivable		197		—		—		—		—		—		—		—		—
Prepaid expenses and other current assets		466		174		91		21		1,742		66		—		13		2,850
Total current assets		9,366		394		558		12,272		9,268		67		683		732		3,363
Long term notes receivable		—		—		—		1,075		—		109		—		—		—
Other assets		—		—		—		—		—		—		353		—		—
Total assets	$	9,366	$	394	$	558	$	13,347	$	9,268	$	176	$	1,036	$	732	$	3,363
Liabilities:
Current liabilities:
Accounts payable	$	661	$	25	$	124	$	332	$	381	$	33	$	10	$	3	$	—
Accrued liabilities		1,738		266		121		671		596		46		37		158		154
Other current liabilities		121		2		—		133		2		1		1		1		—
Total current liabilities		2,520		293		245		1,136		979		80		48		162		154
Total liabilities	$	2,520	$	293	$	245	$	1,136	$	979	$	80	$	48	$	162	$	154

The following table presents the assets and liabilities (excluding intercompany balances that were eliminated in consolidation) for all consolidated VIEs as of December 31, 2021 (in thousands):


	Perception		Kures		EntheogeniX		DemeRx IB		Recognify		PsyProtix		Psyber		InnarisBio		Neuronasal		TryptageniX
Assets:
Current assets:
Cash	$	23,099	$	1,048	$	198	$	8,511	$	2,519	$	512	$	542	$	1,487	$	95	$	2,000
Unbilled receivable		64		—		—		—		—		—		—		—		—		—
Prepaid expenses and other current assets		1,138		104		—		70		4		1		—		62		207		—
Total current assets		24,301		1,152		198		8,581		2,523		513		542		1,549		302		2,000
Property and equipment, net		1		—		—		—		—		—		—		—		—		—
Long term notes receivable		—		—		—		1,075		—		104		—		—		—		—
Other assets		—		—		—		—		—		—		99		—		—		—
Total assets	$	24,302	$	1,152	$	198	$	9,656	$	2,523	$	617	$	641	$	1,549	$	302	$	2,000
Liabilities:
Current liabilities:
Accounts payable	$	598	$	235	$	53	$	439	$	29	$	51	$	15	$	—	$	326	$	—
Accrued liabilities		887		120		9		180		44		50		63		10		749		—
Current portion of contingent consideration liability - related parties		51		—		—		—		—		—		—		—		—		—
Deferred revenue		12		—		—		—		—		—		—		—		—		—
Short-term notes payable		—		—		—		—		—		—		—		—		38		—
Total current liabilities		1,548		355		62		619		73		101		78		10		1,113		—
Contingent consideration liability		1,489		—		—		—		—		—		—		93		—		850
Other non-current liabilities		—		—		—		—		—		—		—		—		336		820
Total liabilities	$	3,037	$	355	$	62	$	619	$	73	$	101	$	78	$	103	$	1,449	$	1,670

Noncontrolling Interests

The Company recognizes noncontrolling interests related to its consolidated VIEs and provides a rollforward of the noncontrolling interests balance, as follows (in thousands):


	Perception			Recognify			Psyber			InnarisBio			Neuronasal			TryptageniX			Total
Balance as of December 31, 2020	$	—		$	4,546		$	—		$	—		$	—		$	—		$	4,546
Issuance of noncontrolling interests		3,258			—			8			877			392			3,876			8,411
Net income (loss) attributable to noncontrolling interests - common		—			—			(8	)		(877	)		(392	)		(3,876	)		(5,153	)
Net income (loss) attributable to noncontrolling interests - preferred		1,998			(727	)		—			—			—			—			1,271
Comprehensive loss attributable to noncontrolling interests		(24	)		—			—			—			—			—			(24	)
Balance as of December 31, 2021	$	5,232		$	3,819		$	—		$	—		$	—		$	—		$	9,051


	Perception			Kures			Recognify			Total
Balance as of December 31, 2021	$	5,232		$	—		$	3,819		$	9,051
Issuance of noncontrolling interests		—			957			—			957
Net loss attributable to noncontrolling interests - preferred		(3,551	)		(149	)		(975	)		(4,675	)
Net loss attributable to noncontrolling interests - common		—			(357	)		—			(357	)
Comprehensive income attributable to noncontrolling interests		50			—			—			50
Balance as of December 31, 2022	$	1,731		$	451		$	2,844		$	5,026

Redeemable Noncontrolling Interests

In connection with the consolidation of Kures, Inc. (“Kures”) the Company recognized the shares of Kures common stock and Series A-1 preferred stock held by the founders of Kures as redeemable noncontrolling interests as they contain embedded put options that are exercisable by the founders following a successful completion of a future event, which is not solely within the control of the Company.

In connection with the consolidation of DemeRx IB, the Company recognized common stock held by DemeRx as redeemable noncontrolling interests as they are redeemable upon the occurrence of events that are not solely within the control of the Company.

In connection with the consolidation of Neuronasal, the Company recognized the shares of Neuronasal common stock held by the founders of Neuronasal as redeemable noncontrolling interests as they contain embedded put options that are exercisable by the founders following a successful completion of a future event, which is not solely within the control of the Company. As discussed in Note 3, the Company deconsolidated Neuronasal in November 2022.

The redeemable noncontrolling interests were initially measured at fair value upon issuance and are redeemable at fair value at the holder’s option upon the successful completion or occurrence of future events. As of December 31, 2022 and December 31, 2021, the Company did not adjust the carrying value of the redeemable noncontrolling interests based on their estimated redemption values since it was not probable that the events that would allow the shares to become redeemable would occur. Subsequent adjustments to increase or decrease the carrying values of the redeemable noncontrolling interests to their estimated redemption values will be made if and when it becomes probable that such events will occur.

As of December 31, 2022 and December 31, 2021, the balance of redeemable noncontrolling interests in temporary equity on the consolidated balance sheets was zero. There was no redeemable noncontrolling interest activity during the year ended December 31, 2022.

The following table provides a rollforward of the redeemable noncontrolling interests balance activity (in thousands):


	Neuronasal			Total
Balance as of December 31, 2020	$	—		$	—
Issuance of redeemable noncontrolling interests		2,555			2,555
Net loss attributable to redeemable noncontrolling interests - common		(2,555	)		(2,555	)
Balance as of December 31, 2021	$	—		$	—

Non-consolidated VIEs

The Company evaluated the nature of its investments in Innoplexus AG (“Innoplexus”), DemeRx NB, Inc. (“DemeRx NB”) and IntelGenx and determined that the investments are VIEs as of the date of the Company’s initial investment through December 31, 2022. The Company is not the primary beneficiary as it did not have the power to direct the activities that most significantly impact the investments’ economic performance and therefore concluded that it did not have a controlling financial interest that would require consolidation as of December 31, 2022 and December 31, 2021.

The Company will reevaluate if the investments meet the definition of a VIE upon the occurrence of specific reconsideration events. The Company accounted for these investments under either the equity method or the measurement alternative included within ASC 321 (See Note 5). As of December 31, 2022, the Company’s maximum exposure for its non-consolidated VIEs was $6.8 million relating to the carrying values in other investments and other investments held at fair value and $7.2 million relating to the carrying value in long term notes receivable – related party. As of December 31, 2021, the Company’s maximum exposure for its non-consolidated VIEs was $11.6 million relating to the carrying values in its other investments and $3.8 million relating to the carrying value in short term notes receivable—related party.

Equity Method Investments and Other Investments

12 Months Ended

Dec. 31, 2022

Cash and Cash Equivalents [Abstract]

Equity Method Investments and Other Investments

5. Equity Method Investments and Other Investments

Equity Method Investments

As of December 31, 2022 and December 31, 2021, the Company accounted for the following investments in the investee’s common stock under the equity method (amounts in thousands):


		As of December 31, 2022				As of December 31, 2021
	Date First	Common Stock		Carrying		Common Stock		Carrying
Investee	Acquired	Ownership %		Value		Ownership %		Value
Innoplexus A.G.	August 2018	35.0%		$	—	35.0%		$	—
COMPASS Pathways plc	December 2018	22.4%			—	22.8%			16,131
GABA Therapeutics, Inc	November 2020	7.5%	(1)		—	7.5%	(1)		—
Total				$	—			$	16,131

(1)

The Company is deemed to have significant influence over this entity through its total ownership interest in the entity’s equity, including the Company’s investment in the respective entity’s preferred stock, described below in Other Investments. The Company’s total ownership interest, considering both preferred and common stock is 54.7%.

COMPASS Pathways plc

COMPASS Pathways plc ("COMPASS") is a mental health care company dedicated to pioneering the development of a new model of psilocybin therapy with its product COMP360. The Company first acquired investments in COMPASS in December 2018.

Equity Investment

Through a series of open market transactions between November 23, 2021 and December 7, 2021, the Company purchased an additional 1,490,111 of COMPASS ADSs at an aggregate purchase price of $47.4 million. The additional shares acquired resulted in an increase in the Company’s ownership of COMPASS ADSs to 22.8%. The Company applied the cost accumulation model and recorded its investment at cost. At the date of the investment, a basis difference was identified as the cost basis of the Company’s investment in COMPASS exceeded the Company’s proportionate share of the underlying net assets in COMPASS. The Company concluded that the basis differences were primarily attributable to COMPASS’s IPR&D associated with COMP360, a psilocybin therapy, which COMPASS recently completed a Phase IIb clinical trial for. As the Company’s investment in COMPASS did not meet the definition of a business due to substantially all of the estimated fair value of the gross assets being concentrated in COMP360 and the associated IPR&D, the basis differences were attributable to the IPR&D with no alternative future use and were immediately expensed at the time of the additional investment. As of

December 31, 2022, the Company owned 22.4% of COMPASS ADS. Based on quoted market prices, the market value of the Company’s ownership in COMPASS was $76.8 million and $211.4 million as of December 31, 2022 and 2021, respectively.

Upon the completion of the COMPASS IPO, the Company was deemed to have significant influence over COMPASS primarily through its ownership interest in COMPASS’ equity and the Company's representation on COMPASS board of directors. Following the COMPASS 2022 annual shareholder meeting, the Company no longer is represented on the COMPASS board. However, the Company maintains significant influence through its ownership interest. Accordingly, the Company’s investment in COMPASS’ ADS was accounted for in accordance with the equity method through December 31, 2022

During the years ended December 31, 2022 and 2021, the Company recognized its proportionate share of COMPASS’ net loss of $10.1 million and $10.5 million, respectively, as losses from investments in equity method investees, net of tax on the consolidated statements of operations.

Other Investments

The Company has accounted for its other investments that do not have a readily determinable fair value under the measurement alternative. As of December 31, 2022 and December 31, 2021, the carrying values of other investments, which consisted of investments in the investee’s preferred stock and common stock not in the scope of ASC 323 were as follows (in thousands):


	December 31,		December 31,
	2022		2021
GABA Therapeutics, Inc.	$	5,387	$	10,260
DemeRx NB, Inc.		1,024		1,024
Juvenescence Limited		344		344
Total	$	6,755	$	11,628

The Company’s investments in the preferred stock of Innoplexus, GABA, and DemeRx NB are not considered as in-substance common stock due to the existence of substantial liquidation preferences and therefore did not have subordination characteristics that were substantially similar to the common stock. Although the Company’s investment in Juvenescence Limited (“Juvenescence”) is in common stock, it is not able to exercise significant influence over the operating and financial decisions of Juvenescence. The Company concluded that its ownership interests in above Other Investments do not have a readily determinable fair value and are accounted for under the measurement alternative. Under the measurement alternative, the Company measured its other investments at cost, less any impairment, plus or minus, if any, observable price changes in orderly transactions for an identical or similar investment of the same issuer.

During the years ended December 31, 2022 and 2021 there were no observable changes in price recorded related to the Company’s Other Investments.

During the years ended December 31, 2022 and 2021, the Company evaluated all of its other investments to determine if certain events or changes in circumstance during these time periods in 2022 and 2021 had a significant adverse effect on the fair value of any of its investments in non-consolidated entities. Based on this analysis, the Company did not note any impairment indicators associated with the Company’s Other Investments.

Innoplexus AG

Innoplexus AG is a technology company that provides “Data as a Service” and “Continuous Analytics as a Service” solutions that aims to help healthcare organizations leverage their technologies and expedite the drug development process across all stages—preclinical, clinical, regulatory and commercial. The Company first acquired investments in Innoplexus in August 2018.

As of December 31, 2020, the Company owned 35.0% of the common stock issued by Innoplexus. The Company has significant influence over Innoplexus through its noncontrolling representation on the investee’s supervisory board. Accordingly, the Company’s investment in Innoplexus’ common stock was accounted for in accordance with the equity method. The Company’s investment in Innoplexus’ preferred stock did not meet the criteria for in-substance common stock. As such, the investment in Innoplexus’ preferred stock was accounted for under the measurement alternative as discussed below.

In February 2021, the Company entered into a Share Purchase and Assignment Agreement (the “Innoplexus SPA”) to sell its shares of common and preferred stock held in Innoplexus to a current investor of Innoplexus (the “Purchaser”) in exchange for an initial purchase price of approximately $2.4 million. In addition, the Company is entitled to receive contingent payments based on the occurrence of subsequent equity transactions or liquidity events at Innoplexus as determined under the Innoplexus SPA.

Pursuant to the Innoplexus SPA, the Purchaser is required to hold a minimum number of shares equivalent to the number of shares purchased from the Company through December 31, 2026. In the event that the Purchaser is in breach of this requirement, the purchaser is required to pay the Company an additional purchase price of approximately $9.6 million. The transaction was accounted for as a secured financing as it did not qualify for sale accounting under ASC Topic 860, Transfers and Servicing (ASC 860), due to the provision under the Innoplexus SPA which constrained the Purchaser from its right to pledge or exchange the underlying shares and provided more than a trivial benefit to the Company. The initial proceeds from the transaction are reflected as a secured borrowing liability of $2.4 million as of December 31, 2022 and 2021, which is included in Other liabilities in the Company’s consolidated balance sheets. The Company will continue to account for its investment in Innoplexus’ common stock under the equity method of accounting and its investment in Innoplexus’ preferred shares under the measurement alternative.

In addition, the Innoplexus SPA also provides the rights for the Company to receive additional consideration with a maximum payment outcome of $22.3 million should the equity value of Innoplexus exceed certain thresholds upon the occurrence of certain events. The Company concluded that this feature met the definition of a derivative which required bifurcation. As the probability of the occurrence of certain events defined in the Innoplexus SPA was less than remote, the Company concluded that the fair value of the embedded derivative ascribed to this feature was de minimis as of December 31, 2022 and 2021.

The carrying value of the Company’s investment in Innoplexus was zero as of December 31, 2022 and December 31, 2021.

GABA Therapeutics, Inc.

GABA is a California based biotechnology company focused on developing GRX-917 for anxiety, depression and a broad range of neurological disorders. The Company is deemed to have significant influence over GABA through its total ownership interest in GABA’s equity, including the Company’s investment in GABA’s preferred stock, and the Company’s noncontrolling representation on GABA’s board of directors.

Common Stock Investment

The Company’s investment in GABA’s common stock was accounted for in accordance with the equity method. The Company’s investment in GABA’s preferred stock did not meet the criteria for in-substance common stock. As such, the investment in GABA’s preferred stock is accounted for under the measurement alternative as discussed below.

The carrying value of the investment in GABA common stock was reduced to zero as of December 31, 2020 due to IPR&D charges with no alternative future use and remained zero as of December 31, 2022. Accordingly, GABA’s net losses attributable to the Company were determined based on the Company’s ownership percentage of preferred stock in GABA and recorded to the Company’s investments in GABA preferred stock discussed below. During the years ended December 31, 2022 and 2021, the Company recognized its proportionate share of GABA’s net loss of $5.9 million and $5.0 million, respectively, as losses from investments in equity method investees, net of tax on the consolidated statements of operations.

Preferred Stock Investment

In August 2019, GABA and the Company entered into the Preferred Stock Purchase Agreement (the “GABA PSPA”), whereby GABA issued shares of its Series A preferred stock to the Company at a price of approximately $5.5 million. At closing, the Company had an overall ownership interest of over 20% in GABA and a noncontrolling representation on the board. On May 15, 2021, GABA and the Company entered into an Amendment to Preferred Stock Purchase Agreement (the Amended GABA PSPA”) under which the GABA PSPA was amended. In September 2022, pursuant to the Amended PSPA, GABA issued additional shares of its Series A preferred stock to the Company at a price of approximately $0.6 million. As of December 31, 2022 and 2021, the investment in GABA’s preferred stock was recorded in Other Investments on the consolidated balance sheets under the measurement alternative under ASC 321.

Pursuant to the GABA PSPA, the Company is obligated to purchase additional shares of Series A preferred stock for up to $10.0 million with the same price per share as its initial investment, upon the achievement of specified contingent clinical development milestones. On April 13, 2021, pursuant to the GABA PSPA, the Company purchased additional shares of Series A preferred stock of GABA, for an aggregate cost of $5.0 million based on the achievement of certain development milestones. On May 21, 2021, the Company exercised its option to purchase additional shares of Series A preferred stock prior to the achievement of certain development milestone for an aggregate cost of $5.0 million. The completion of the Series A Preferred stock purchase in May 2021 was deemed to be a reconsideration event at which point GABA was no longer deemed a VIE as GABA now had sufficient equity at risk to finance its activities through the initial development period without additional subordinated financial support. Entities that do not qualify as a VIE are assessed for consolidation under the voting interest model (“VOE model”). Under the VOE model, the Company consolidates the entity if it determines that it, directly or indirectly, has greater than 50% of the voting shares and that other equity holders do not have substantive voting, participating or liquidation rights. While the Company holds greater than 50% of the outstanding equity interest of GABA, the Company does not have the

power to control the entity. Concurrent with the exercise of the option, the Company executed a side letter with the other equity holders of GABA agreeing to forego the rights to additional seats on the board of directors, resulting in the Company lacking the ability to control the investee. The Company concluded that it does not have a controlling financial interest that would require consolidation under the VOE model and accounted for the investments in GABA preferred stock under the measurement alternative per ASC 323.

As of December 31, 2021, the Company completed the purchase of the additional shares of Series A preferred stock for $10.0 million pursuant to the GABA PSPA. Pursuant to the Amended GABA PSPA, the Company is obligated to purchase additional shares of Series A preferred stock from GABA for up to $1.5 million with the same price per share as its initial investment upon the achievement of specified contingent clinical development milestones.

In accordance with the Amended GABA PSPA, the Company also has the option but not the obligation to purchase the aforementioned additional shares of Series A preferred stock at any time prior to the achievement of any milestone at the same price per share as its initial investment. In August 2019, pursuant to the Right of First Refusal and Co-Sale Agreement, the Company has the option but not the obligation to purchase additional shares of common stock for up to $2.0 million from the existing common shareholders.

In November 2020 the Company exercised its option to purchase additional shares of common stock of GABA at a price of approximately $1.8 million pursuant to an Omnibus Amendment Agreement under which the Right of First Refusal and Co-Sale Agreement was amended.

Neuronasal, Inc.

Neuronasal is developing a novel intranasal formulation of N-acetylcysteine (“NAC”) for acute mild traumatic brain injury.

Common Stock Investment

In October 2020, upon the achievement of certain development milestones, the Company made a cash contribution of $0.3 million in exchange for 9.8% of the outstanding common stock of Neuronasal. The carrying value of the investment in Neuronasal common stock was reduced to zero as of December 31, 2020 due to IPR&D charges with no alternative future use. Accordingly, Neuronasal’s net losses attributable to the Company was determined based on the Company’s ownership percentage of preferred stock in Neuronasal and recorded to the Company’s investments in Neuronasal preferred stock discussed below.

On March 10, 2021, upon the achievement of certain development milestones, the Company made another cash contribution of $0.5 million in exchange for 10.8% of the outstanding common stock of Neuronasal. The Company recorded its investment in Neuronasal common stock at the carrying cost basis of $0.5 million. At the date of the investment, a basis difference was identified as the cost basis of the Company’s investment in Neuronasal exceeded the Company’s proportionate share of the underlying net assets in Neuronasal. The Company concluded that the basis differences were primarily attributable to Neuronasal’s IPR&D associated with Neuronasal’s novel intranasal formulation of NAC. As the Company’s investments in Neuronasal did not meet the definition of a business due to substantially all of the estimated fair value of the gross assets being concentrated in NAC, the basis differences were attributable to the IPR&D with no alternative future use, and were immediately expensed on the dates of investments. The Company’s proportionate share of the basis difference exceeded its carrying value of the equity method investment in Neuronasal and as a result, the March 2021 equity investment balance of $0.5 million was reduced to zero. For the three months ended March 31, 2021, the Company recognized losses from investments in equity method investees, net of tax of $0.5 million in association with the basis difference charge in the Company’s consolidated statements of operations.

The Company was deemed to have significant influence over Neuronasal through its total ownership interest in Neuronasal’s equity through the acquisition date of May 17, 2021 (see Note 3), including the Company’s investment in Neuronasal’s preferred stock, and the Company’s noncontrolling representation on Neuronasal’s board of directors. Accordingly, the Company’s investment in Neuronasal’s common stock was accounted for in accordance with the equity method. Immediately prior to the acquisition, the Company recognized its proportionate share of Neuronasal’s year to date net loss of $1.0 million, as losses from investments in equity method investees, net of tax on the consolidated statements of operations.

The Company’s investment in Neuronasal’s preferred stock did not meet the criteria for in-substance common stock. As such, the investment in Neuronasal’s preferred stock was accounted for under the measurement alternative as discussed below.

Preferred Stock Investment

In December 2019, Neuronasal and the Company entered into the Neuronasal PSPA and the Neuronasal Secondary Sale Agreement, whereby Neuronasal issued shares of its Series A preferred stock to the Company at a price of approximately $0.5 million. At closing, the Company had a less than 20% of ownership interest in Neuronasal and a noncontrolling representation on the board. In October 2020, pursuant to the Neuronasal PSPA, the Company purchased additional Series A preferred shares at a price of approximately $0.8 million. The investment in Neuronasal preferred shares was recorded in Other Investments on the consolidated balance sheets under the measurement alternative under ASC 321 as of December 31, 2022 and 2021.

In October 2020, pursuant to the Neuronasal PSPA, the Company purchased additional Series A preferred shares at a price of approximately $0.8 million upon the achievement of a specified contingent clinical development milestone. On March 10, 2021, pursuant to the Neuronasal PSPA, the Company purchased additional Series A preferred shares for approximately $0.8 million based on the achievement of certain development milestones.

On May 17, 2021, pursuant to the Neuronasal PSPA and the Neuronasal Secondary Sale Agreement, the Company, at its sole option, purchased additional shares of Series A preferred stock of Neuronasal for an aggregate cost of $1.0 million. Upon the closing of the purchase on May 17, 2021, the Company obtained a controlling financial interest in Neuronasal. The Company derecognized its other investments in Neuronasal and began to consolidate the operations of Neuronasal into its financial statements. See Note 3, “Acquisitions and Dispositions” for further discussion.

In November 2022, pursuant to the Termination Agreement, the Company deconsolidated Neuronasal. See Note 3, "Acquisitions and Dispositions" for further discussion.

DemeRx NB

In December 2019, the Company jointly formed DemeRx NB with DemeRx. DemeRx and DemeRx NB entered into a Contribution Agreement whereby DemeRx assigned all of its rights, title, and interests in and to all of its assets relating to DMX-1002, Noribogaine, in exchange for shares of common stock of DemeRx NB. DemeRx NB will use the contributed intellectual property to develop Noribogaine. Noribogaine is an active metabolite of ibogaine designed to have a longer plasma half-life and potentially reduced hallucinogenic effects compared to ibogaine.

In connection with the Contribution Agreement, the parties entered into a Series A Preferred Stock Purchase Agreement (the “DemeRx NB PSPA”) pursuant to which the Company purchased shares of Series A preferred stock of DemeRx NB at a purchase price of $1.0 million. At closing, the Company had less than 20% of ownership interest in DemeRx NB and a noncontrolling representation on DemeRx NB's board of directors. The investment in DemeRx NB was recorded in Other Investments on the consolidated balance sheets under the measurement alternative under ASC 321.

Pursuant to the DemeRx NB PSPA, the Company also has the option but not the obligation to purchase additional shares of DemeRX NB's Series A preferred stock at a purchase price of up to an aggregate of $19.0 million with the same price per share as its initial investment in December 2019. As of December 31, 2022, the Company has not exercised its option to purchase any shares of Series A preferred stock of DemeRx NB.

Other Investments Held at Fair Value

IntelGenx Technologies Corp.

IntelGenx is a novel drug delivery company focused on the development and manufacturing of novel oral thin film products for the pharmaceutical market. In March 2021, IntelGenx and the Company entered into the Strategic Development Agreement and Purchaser Rights Agreement (“PPA”). On May 14, 2021, IntelGenx and the Company executed a Securities Purchase Agreement (the “IntelGenx SPA”) after obtaining IntelGenx shareholder approval, whereby IntelGenx issued shares of its common stock and warrants to the Company at a price of approximately $12.3 million. Each warrant (the “Initial Warrants”) entitles the Company to purchase one share at a price of $0.35 per share for a period of three years from the closing of the initial investment in March 2021. Pursuant to the IntelGenx SPA, the Company has the right to purchase (in cash, or in certain circumstances, the Company’s equity) additional units for a period of three years from the closing of the initial investment (the “Additional Unit Warrants”). Each Additional Unit Warrant will be comprised of (i) one share of common stock and (ii) one half of one warrant (the “Additional Warrants”). The price for the Additional Unit Warrants will be (i) until the date which is 12 months following the closing and the purchase does not result in the Company owning more than 74,600,000 common shares of IntelGenx, $0.331 (subject to certain exceptions), and (ii) until the date which is 12 months following the closing and the purchase results in the Company owning more than 74,600,000 common shares of IntelGenx or following the date which is 12 months following the closing regardless of the number of shares held by the Company, the lower of (A) a 20% premium to the volume weighted

average price of the common share for the thirty trading days immediately preceding the news release of the additional closing, and (B) $0.50 if purchased in the second year following closing or $0.75, if purchased in the third year following closing. Each Additional Warrant will entitle the Company, for a period of three years from the date of issuance, to purchase one share at the lesser of either (i) a 20% premium to the price of the corresponding additional share, or (ii) the price per share under which shares of IntelGenx are issued under convertible instruments that were outstanding on February 16, 2021, provided that the Company may not exercise Additional Warrants to purchase more than the lesser of (x) 44,000,000 common shares of IntelGenx, and (y) the number of common shares issued by IntelGenx under outstanding convertibles held by other investors as of February 16, 2021. Following the initial closing, the Company held a 25% voting interest in IntelGenx. Pursuant to the PPA, the Company is entitled to designate a number of directors to the IntelGenx’s board of directors in the same proportion as the shares of common stock held by the Company to the outstanding of IntelGenx common shares.

Pursuant to the Strategic Development Agreement, the Company engages IntelGenx to conduct research and development projects (“Development Project”) using IntelGenx’s proprietary oral thin film technology. Under the terms of the Strategic Development Agreement, the Company can select four (4) program products. As of the effective date of the Strategic Development Agreement, the Company nominated two (2) program products - DMT and Salvinorin A. 20% of any funds that IntelGenx received or will receive through the Company’s equity investment under the IntelGenx SPA will be available to be credited towards research and development services that IntelGenx conducts for the Company under the Development Projects. The Company is eligible to receive a total credit of $2.5 million. For the year ended December 31, 2022, research and development services performed in relation to the Strategic Development Agreement were $0.5 million, which was applied as a reduction in research and development expense in accordance with the Strategic Development Agreement. No material research and development services were performed during the year ended December 31, 2021.

The Company has significant influence over IntelGenx through ownership interest in IntelGenx’s equity and the Company’s noncontrolling representation on IntelGenx’s board of directors. The Company qualified for and elected to account for its investment in the IntelGenx common stock under the fair value option. The Company believes that the fair value option better reflects the underlying economics of the IntelGenx common stock investment. The Initial Warrants and Additional Units Warrant, (collectively the “Warrants”) are accounted for at fair value under ASC 321 and recorded in Other investments held at fair value on the consolidated balance sheets. The Company applied a calibrated model and determined that the initial aggregate fair value is equal to the transaction price and recorded the common shares at $3.0 million, the Initial Warrants at $1.2 million and the Additional Unit Warrants at $8.2 million on a relative fair value basis resulting in no initial gain or loss recognized in the consolidated statements of operations. The Company recognizes subsequent changes in fair value of the common shares and the Warrants as a component of other income (expense), net in the consolidated statement of operations. The carrying amount of the investment was reduced to zero as of December 31, 2021 and during the year ended December 31, 2022, the Company recognized a $0 mark-to-market (“MTM”) gain/loss in the consolidated statement of operations. The carrying value of the investment remained at zero as of December 31, 2022 and 2021, respectively.

Summarized Financial Information

The following is a summary of financial data for investments accounted for under the equity method of accounting (in thousands):

Balance Sheets


	December 31, 2022
	COMPASS		GABA
Current assets	$	191,651	$	3,933
Non-current assets		5,643		—
Total assets	$	197,294	$	3,933

Current liabilities	$	15,596	$	1,542
Non-current liabilities		418		—
Total liabilities	$	16,014	$	1,542


	December 31, 2021
	COMPASS		GABA
Current assets	$	295,300	$	7,673
Non-current assets		5,598		—
Total assets	$	300,898	$	7,673

Current liabilities	$	15,107	$	199
Non-current liabilities		1,379		—
Total liabilities	$	16,486	$	199

Statements of operations


	Year Ended December 31, 2022
	COMPASS			GABA
Revenue	$	—		$	—
Loss from continuing operations	$	(110,403	)	$	(5,867	)
Net loss	$	(91,505	)	$	(5,867	)

	Year Ended December 31, 2021
	COMPASS			Neuronasal(1)			GABA
Revenue	$	—		$	—		$	—
Loss from continuing operations	$	(83,221	)	$	(985	)	$	(4,216	)
Net loss	$	(71,742	)	$	(985	)	$	(4,216	)

(1)

Results from operations for Neuronasal are through May 17, 2021 at which point the entity is consolidated.

Notes Receivable

12 Months Ended

Dec. 31, 2022

Receivables [Abstract]

Notes Receivable

6. Notes Receivable

Long Term Notes Receivable – related party

Loan to IntelGenx Corp.

On March 8, 2021, the Company and IntelGenx entered into a loan agreement (the “IntelGenx Loan Agreement”) under which the Company provided a loan to IntelGenx for an aggregate principal amount of $2.0 million (the “March Term Loan”). Pursuant to the loan agreement, IntelGenx may, by written notice, request an advance up to an additional $0.5 million as an additional term loan if no event of default has occurred as defined in the loan agreement. On May 11, 2021, the Company paid an additional advance of $0.5 million as an additional term loan (the “May Term Loan”, and together with the March Term Loan the “Term Loans”). The Term Loans were originally due to mature 120 days following the special shareholder meeting of IntelGenx Tech Corp. to approve an additional investment in IntelGenx Tech Corp. by the Company ("Maturity Date"). On May 14, 2021, the Company amended the loan agreement under which the Maturity Date will be the first business day following the first closing of a subscription for additional units if the proceeds from such subscription amount to at least $3.0 million. The loan bears an annualized interest rate of 8% and such interest is accrued daily. The principal amount of the Term Loans plus any accrued interest shall become due and payable on the Maturity Date. On September 14, 2021, the Company entered into an amended and restated loan agreement, which among other things, increased the principal amount of loans available to IntelGenx by $6.0 million, up to a total of $8.5 million. The additional loan amount of $6.0 million shall be funded via two separate tranches of $3.0 million each in the beginning of 2022 and 2023 respectively, subject to certain conditions. In addition, the amendment further extended the Maturity Date to January 5, 2024. The first tranche was funded in January 2022.

Pursuant to the terms of the Term Loans, upon the occurrence of an event of default, the Company may accelerate the Term Loans and declare the principal and any accrued and unpaid interests of the Term Loans to be immediately due and payable. In addition, IntelGenx may prepay the Term Loans in whole or in part at any time without premium or penalty. Any prepayment of the principal shall be accompanied by a payment of interest accrued to date thereon. The Company concluded that these embedded features do not meet the criteria to be bifurcated and separately accounted for as derivatives.

The Company recorded the Term Loans at cost, which included the principal balance of the note and accrued interest in Long term notes receivables – related parties on its consolidated balance sheets. As of December 31, 2022 and 2021, the Term Loans have an outstanding balance of $5.5 million and $2.5 million, respectively. During the year ended December 31, 2022 the Company recognized $0.4 million in interest income. During the year ended December 31, 2021, the interest income recognized in connection with the Term Loans was immaterial. The Company assesses the Term Loans for impairment and records an impairment loss when information becomes available that indicates it is probable that the Term Loans have been impaired and the amount of the loss can be reasonably estimated. As of December 31, 2022, no impairment indicators were present.

As of December 31, 2022, the fair value of the term loan was $5.5 million, which is categorized as Level 3 in the fair value hierarchy.

Investment in DemeRx Promissory Note—Related Party

On January 3, 2020, DemeRx IB loaned to DemeRx Inc. $1.0 million pursuant to the terms of a separate Promissory Note ("DemeRx Note"). Pursuant to the terms of the DemeRx Note, the aggregate principal amount of $1.0 million together with all accrued and unpaid interest and any other amounts payable are due to be paid on the date that is the earlier of (i) 5 years from the initial closing and (ii) the closing of an initial public offering or a deemed liquidation event of DemeRx IB (the “DemeRx Maturity Date”). Upon occurrence of any deemed liquidation event, no proceeds generated from such event will be distributed to DemeRx until any and all outstanding amounts

under the DemeRx Note have been repaid in full. Pursuant to the terms of the DemeRx Note, DemeRx may, in its sole discretion pay any amount due under the DemeRx Note, in cash or through cancellation shares of common stock of DemeRx IB, par value $0.0001 per share, of the fair market value of such shares.

The Company recorded the DemeRx Note at cost which included the principal balance of the DemeRx Note and accrued interest, net of any payments received, on its consolidated balance sheets. As of December 21, 2022, and 2021, the DemeRx Note had an outstanding balance of $1.1 million and $1.1 million, respectively. For the year ended December 31, 2021, the Company recognized an immaterial amount of interest income associated with the DemeRx Note as a component of Other Income in the consolidated statements of operations. For the year ended December 31, 2022, the Company did not earn any interest income associated with the DemeRx Note.

Fair Value Measurement

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurement

7. Fair Value Measurement

The following table presents information about the Company’s financial assets and liabilities that are measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation (in thousands):


	Fair Value Measurements as of
	As of December 31, 2022
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents:
Cash & Money market funds	$	72,334	$	—	$	—	$	72,334
Investment in securities at fair value:
U.S. Treasuries		—		—		—		—
Commercial Paper		—		5,958		—		5,958
Corporate Notes/Bonds		—		17,719		—		17,719
U.S. Government Agencies		—		58,819		—		58,819
Other investment at fair value		—		—		—		—
	$	72,334	$	82,496	$	—	$	154,830
Liabilities:
Contingent consideration liability - related parties	$	—	$	—		953	$	953
Warrant Liability		—		—		—		—
	$	—	$	—	$	953	$	953


	Fair Value Measurements as of
	December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents:
Cash & Money market funds	$	271,856	$	—	$	—	$	271,856
Investment in securities at fair value:
U.S. Treasuries		—		—		—		—
Commercial Paper		—		—		—		—
Corporate Notes/Bonds		—		—		—		—
U.S. Government Agencies		—		—		—		—
Other investment at fair value		—		—		—		—
	$	271,856	$	—	$	—	$	271,856
Liabilities:
Contingent consideration liability - related parties	$	—	$	—	$	2,483	$	2,483
Warrant liability		—		—		336		336
	$	—	$	—	$	2,819	$	2,819

Investment Securities Portfolio - Fair Value Option

The Company elected the fair value option for the securities in the investment portfolio. The fair value is based on quoted market prices, when available. When a quoted market price is not readily available, the Company uses the market price from its last sale of similar assets. The cash and cash equivalents held by the Company are categorized as Level 1 investments as quoted market prices are readily available for these investments. All other investments in the investment portfolio are categorized as Level 2 investments as inputs utilized to fair value these securities are either directly or indirectly observable, such as the market price from the last sale of similar assets.

The Company purchases investment grade marketable debt securities which are rated by nationally recognized statistical credit rating organizations in accordance with its investment policy. This policy is designed to minimize the Company's exposure to credit losses and to ensure that the adequate liquidity is maintained at all times to meet anticipated cash flow needs.

The unrealized gains and losses on the available-for-sale securities, represented by change in the fair value of the investment portfolio, is reported in earnings. Since the investment in the available-for-sale securities are already measured at fair value, no separate credit losses would be recorded in the financials.

Contingent Consideration Liability—Related Parties—Perception, InnarisBio, and TryptageniX

The contingent consideration liability—related parties in the table above relates to milestone and royalty payments in connection with the acquisition of Perception Neuroscience Holdings, Inc. (“Perception”), InnarisBio and TryptageniX. The fair value of the contingent consideration liability—related parties was determined based on significant inputs not observable in the market, which represent Level 3 measurements within the fair value hierarchy. The fair value of the contingent milestone and royalty liabilities was estimated based on the discounted cash flow valuation technique. The technique considered the following unobservable inputs:

•

the probability and timing of achieving the specified milestones and royalties as of each valuation date,

•

the probability of executing the license agreement,

•

the expected first year of revenue, and

•

market-based discount rates

The fair value of the contingent milestone and royalty liabilities for InnarisBio was estimated to be $0.1 million and $0.1 million as of December 31, 2022 and 2021, respectively.

The fair value of the Perception contingent milestone and royalty liabilities could change in future periods depending on prospects for the outcome of R-Ketamine milestone meetings with the FDA or other regulatory authorities, and whether the Company realizes a significant increase or decrease in sales upon commercialization. The most significant assumptions in the discounted cash flow valuation technique that impacts the fair value of the milestone contingent consideration are the projected milestone timing and the probability of the milestone being met. Further, significant assumptions in the discounted cash flow that impacts the fair value of the royalty contingent consideration are the projected revenue over ten years, the timing of royalties on commercial revenue, and the probability of success rate for a commercial R-Ketamine product. The valuations as of December 31, 2022 and 2021, used inputs that were unobservable inputs with the most significant being the discount rates for royalties on projected commercial revenue and clinical milestones and probability of success estimates over the following ten years, which represent Level 3 measurements within the fair value hierarchy.

The fair value of the contingent milestone and royalty liabilities for Perception was estimated to be $0.6 million and $1.5 million as of December 31, 2022 and 2021, respectively.

The fair value of the Perception contingent consideration liability - related parties was calculated using the following significant unobservable inputs:


		December 31, 2022	December 31, 2021

Valuation Technique	Significant Unobservable Inputs	Input Range	Input Range
Discounted cash flow	Milestone contingent consideration:
	Discount rate	13.1%	11.4%
	Probability of the milestone	10.0% - 21.0%	51.9%
Discounted cash flow with SBM	Royalty contingent consideration:
	Discount rate for royalties	20.0% - 21.1%	19.2% - 20.1%
	Discount rate for royalties on milestones	12.3% - 13.4%	10.9% - 11.8%
	Probability of success rate	10.1% - 21.0%	26.5% to 100.0%

The fair value of the contingent liability for TryptageniX was estimated to be $0.2 million and $0.9 million as of December 31, 2022 and 2021, respectively. The contingent liability is comprised of R&D milestone success fee payments and royalties payments. The fair value of the success fee liability was estimated based on the scenario-based method within the income approach. The fair value of the contingent liability for TryptageniX was determined based on significant unobservable inputs, including the discount rate, estimated probabilities of success, and timing of achieving certain clinical milestones. The fair value of the royalties liability was determined to be de minimis as the

products are in the early stages of development. The Company will continue to assess the appropriateness of the fair value of the contingent liability as the products continue through development.

Warrant Liability

The warrant liability in the table above relates to issued and outstanding warrants to purchase shares of Neuronasal’s common stock acquired in connection with the acquisition of Neuronasal. The warrants were classified within other liabilities in the accompanying consolidated balance sheet as the underlying common stock was determined to be contingently, but not currently, redeemable. The warrant liability was recorded at fair value utilizing the Black-Scholes option pricing model. As summarized below, key inputs in connection with the Black-Scholes option pricing model represent Level 3 measurements within the fair value hierarchy. The Black Scholes option pricing model is based on the estimated market value of the underlying common stock at the valuation measurement date, the remaining contractual term of the warrant, risk-free interest rates, expected dividends, and expected volatility of the price of the underlying common stock. The Company adjusted the carrying value of the warrant to its estimated fair value at each reporting date, with any related increase or decrease in the fair value recorded as a component of other income (expense), net in the consolidated statement of operations.

The fair value of the warrant liability was estimated to be $0.3 million as of December 31, 2021.

The following table summarizes significant unobservable inputs that are included in the valuation of the warrant lability as of December 31, 2021:


	December 31, 2021
Stock Price	$	50.56
Expected Volatility		100	%

As discussed in Note 3, the Company deconsolidated Neuronasal in November 2022. The Company remeasured the Neuronasal warrant liability at fair value immediately prior to conversion in November 2022. The fair value of the Neuronasal warrant liability was determined to be de minimis on November 9, 2022, resulting in a $0.3 million unrealized gain immediately prior to deconsolidation.

IntelGenx Common Stock, Initial Warrants and Additional Units Warrant

The Company’s investment in IntelGenx consists of Common Shares, Initial Warrants and Additional Unit Warrants (collectively the “Warrants”). The Company determined Warrants do not meet the definition of derivative instrument per ASC 815. The Company has classified the Common Shares as Level 2 assets and the Initial Warrants and Additional Unit Warrants as Level 3 assets in the fair value hierarchy. The Company determined that the initial aggregate fair value was equal to the transaction price and recorded the Common Shares at $3.0 million, the Initial Warrants at $1.2 million and the Additional Units Warrant at $8.2 million on a relative fair value basis resulting in no initial gain or loss recognized in the consolidated statements of operations. The Warrants are measured at fair value on a quarterly basis and any changes in the fair value will be recorded as a component of other income (expense), net in the consolidated statement of operations.

The fair value of Common Shares is estimated by applying a discount for lack of marketability (DLOM) of 5.0% as of December 31, 2022 and 2021. The Company estimated a DLOM in connection with the valuation of the Common Shares at initial recognition and as of December 31, 2022 and 2021 to reflect the restrictions associated with the Common Shares. As of December 31, 2022 and 2021, the only restriction that remains is the unregistered nature of the Common Shares. The fair value of Common Shares, which is included in Other investments held at fair value in the consolidated balance sheet, was zero as of December 31, 2022 and 2021.

The Initial Warrant asset was recorded at fair value utilizing the Black-Scholes option pricing model. The Black Scholes option pricing model is based on the estimated market value of the underlying common stock at the valuation measurement date, the remaining contractual term of the warrant, risk-free interest rates, expected dividends, and expected volatility of the price of the underlying common stock. The expected volatility is based on a peer group volatility which is a Level 3 input within the fair value hierarchy. The fair value of the Initial Warrants, which is included in Other investments held at fair value in the consolidated balance sheet, was zero as of December 31, 2022 and 2021.

The following table summarizes significant unobservable inputs that are included in the valuation of the Initial Warrants as of December 31, 2022 and 2021:


	December 31, 2022			December 31, 2021
Value of Underlying	$	0.19		$	0.34
Expected Volatility		100	%		105	%

The fair value of the Additional Units is estimated using a Binomial Lattice in a risk-neutral framework (a special case of the Income Approach). Specifically, the future stock price of the IntelGenx is modeled assuming a Geometric Brownian Motion in a risk-neutral framework. For each modeled future price, the Additional Unit is calculated based on the contractual terms (incorporating any optimal early exercise), and then discounted at the term-matched risk-free rate. Finally, the value of the Additional Units is calculated as the probability-weighted present value over all future modeled payoffs. The fair value of the Additional Units, which is included in Other investments held at fair value in the consolidated balance sheet, was zero as of December 31, 2022 and 2021.

The following table summarizes significant unobservable inputs that are included in the valuation of the Additional Units Warrant as of December 31, 2022 and 2021:


	December 31, 2022			December 31, 2021
Value of Underlying	$	0.19		$	0.34
Expected Volatility		100	%		105	%

The following table provides a roll forward of the aggregate fair values of the Company’s financial instruments described above, for which fair value is determined using Level 3 inputs (in thousands):


	Contingent Consideration Liability - Related Parties			Warrant Liability
Balance as of December 31, 2021	$	2,483		$	336
Change in fair value		(1,480	)		(336	)
Extinguishment of liability		(50	)		—
Balance as of December 31, 2022	$	953		$	—

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Prepaid Expenses and Other Current Assets

12 Months Ended

Dec. 31, 2022

Prepaid Expense and Other Assets, Current [Abstract]

Prepaid expenses and other current assets

8. Prepaid Expenses and Other Current Assets

Prepaid expenses consist of the following (in thousands):


	December 31, 2022		December 31, 2021
Prepaid research and development related expenses	$	4,626	$	2,692
Tax receivables		5,631		5,406
Prepaid insurance		2,034		3,049
Other		1,745		756
Total	$	14,036	$	11,903

Accrued Liabilities

12 Months Ended

Dec. 31, 2022

Accrued Liabilities, Current [Abstract]

Accrued Liabilities

9. Accrued Liabilities

Accrued liabilities consist of the following (in thousands):


	December 31, 2022		December 31, 2021
Accrued accounting, legal, and other professional fees	$	3,566	$	2,667
Taxes payable		2,224		8,137
Accrued external research and development expenses		5,550		861
Accrued payroll		5,260		2,832
Accrued advisory fees		—		169
Other liabilities		706		163
Total	$	17,306	$	14,829

Debt

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Debt

10. Debt

Convertible Promissory Notes

2018 Convertible Promissory Notes—Related Parties

Convertible promissory notes—related parties, net of discounts and deferred issuance costs, consisted of the following (in thousands):


	December 31, 2022		December 31, 2021
Convertible notes issued in November 2018		—	$	125
Convertible notes issued in October 2020		415		623
Unamortized discount and deferred issuance costs		—		(5	)
Total	$	415	$	743

During November 2018 and October 2020, the Company executed a terms and conditions agreement (the “Convertible Note Agreement”) under which it would issue convertible promissory notes to investors. An investor would become a party to the Convertible Note Agreement and would be issued a convertible promissory note by executing and delivering a subscription form. In November 2018 and October 2020, certain investors subscribed to the Convertible Note Agreement and the Company issued convertible promissory notes in the aggregate principal amount of €1.0 million or $1.2 million (collectively, the “2018 Convertible Notes”). The 2018 Convertible Notes are non-interest-bearing, unsecured and are due and payable on September 30, 2025, unless previously redeemed, converted, purchased or cancelled (the “Maturity Date”). Each 2018 Convertible Note has a face value of €1 and is convertible into one share of ATAI Life Sciences AG upon the payment of €17.00. Conversion rights may be exercised by a noteholder at any time prior to maturity, except during certain periods subsequent to the consummation of the IPO. The 2018 Convertible Notes may be declared for early redemption by the noteholders upon occurrence of specified events of default, including payment default, insolvency and a material adverse change in the Company’s business, operations or financial or other condition. Upon early redemption, the conversion right with respect to the 2018 Convertible Notes may no longer be exercised.

The Company concluded that both the embedded conversion feature, which is exercisable by the investor at any time during the maturity, and the contingent put option, which would trigger upon the occurrence of an event of default of the 2018 Convertible Notes, do not meet the criteria to be bifurcated and separately accounted for as derivatives and the notes were recorded net of discount and issuance costs, or a reduction to the carrying value of the notes issued in November 2018, with a corresponding adjustment to additional paid in capital. The discount is being amortized using the effective interest method over the period from the respective date of issuance to the Maturity Date.

The Company determined that the October 2020 notes were issued in exchange for services previously provided by the Company’s founders and other shareholders and were fully vested and non-forfeitable upon issuance. These instruments were therefore considered share based compensation awards to non-employees, and the instruments were initially measured and recorded at their grant date fair value based on a Black-Scholes option- pricing model. The fair value of the October 2020 notes exceeded the principal amount that will be due at maturity. Therefore, at initial recognition, the October 2020 notes were accounted for as convertible debt issued at a substantial premium, such that the face value of the note is recorded as a liability and the premium was recorded as paid-in capital. For the year ended December 31, 2020, the Company recorded total compensation expense associated with the October 2020 notes issuance of $61.5 million as consideration for services previously provided by the noteholders within general and administrative expense on the consolidated statements of operations.

Conversion of 2018 Convertible Promissory Notes - Related Parties

As described in Note 1, the Company undertook a corporate reorganization. Upon the Corporate Reorganization, ATAI Life Sciences N.V became the sole shareholder of ATAI Life Sciences AG. In connection with the Corporate Reorganization, all former shareholders of ATAI Life Sciences AG contributed their shares of ATAI Life Sciences AG to ATAI Life Sciences N.V. and received sixteen shares in ATAI Life Sciences N.V. for every one share of ATAI Life Sciences AG. In 2021, several noteholders elected to convert their convertible promissory notes into shares of ATAI Life Sciences N.V. These investors paid €17.00 per share for an aggregate amount of €5.8 million or $6.9 million in order to convert their convertible promissory notes into ATAI Life Sciences AG common shares, which was in accordance with the original terms of the 2018 Convertible Note Agreements.

In May 2022 and July 2022, certain noteholders elected to convert some of their convertible promissory notes into shares of ATAI Life Sciences N.V. The investors paid €17.00 per share for the aggregate amount of €4.6 million or $4.6 million in order to convert their convertible promissory notes into ATAI Life Sciences AG common shares, which was in accordance with the original terms of the 2018 Convertible Note Agreements.

The Company accounted for the conversion of the 2018 Convertible Notes as a conversion such that carrying values of these notes were derecognized with an offset to common stock at par of ATAI Life Sciences AG and the excess of the carrying values of these notes over the

common stock at par of ATAI Life Sciences AG was recorded as additional paid-in capital. Concurrently, with the conversion of the 2018 Convertible Notes into ATAI Life Sciences AG shares, the shares of ATAI Life Sciences AG that were issued to the noteholders were exchanged for shares of ATAI Life Sciences N.V. through a transfer and sale arrangement. As ATAI Life Sciences AG continued to remain a wholly owned subsidiary of ATAI Life Sciences N.V., the transaction was accounted for as an equity transaction that resulted in no gain or loss recognition.

Perception Convertible Promissory Notes

The notes bear interest at an annual rate of 5% and were due and payable on June 30, 2022, unless earlier converted (the “Perception March 2020 Notes”).

On December 1, 2020, Perception entered into an additional convertible promissory note agreement (the “Perception December 2020 Convertible Note Agreement”) with the Company and other investors, including related parties, which provided for the issuance of convertible notes of up to $12.0 million. Pursuant to the Perception December 2020 Convertible Note Agreement, the convertible notes are issued in two tranches: (i) up to $7.0 million under the first tranche funding (the “First Tranche Funding”), with $6.2 million and $0.8 million issued in December 2020 and January 2021, respectively, and (ii) up to an additional $5.0 million under the second tranche funding (the “Second Tranche Funding”), was issued in May 2021.

Under the Second Tranche Funding, Perception issued $4.2 million to the Company, $0.2 million to Apeiron, and $0.3 million to Sonia Weiss Pick and Family, and $0.4 million to other investors.

The notes bear interest at an annual rate of 5% and were due and payable on February 28, 2022, unless earlier converted (the “Perception December 2020 Notes” and together with the Perception March 2020 Notes, the “Perception Convertible Notes”).

In the event of a qualified sale of preferred stock resulting in gross proceeds to Perception of at least $5.0 million, all the principal and accrued and unpaid interest under the Perception Convertible Notes will automatically convert, into the same equity securities issued by Perception at a 25% discount from the lowest price of the security issued. In the event that Perception receives upfront proceeds of $5.0 million or more in a licensing transaction, all the principal and accrued and unpaid interest under the Perception convertible notes will automatically convert, into shares of Series A Preferred Stock of Perception at a price per share of $0.75 for the Perception March 2020 Notes and 75% of the fair market value of the Series A Preferred Stock of Perception for the Perception December 2020 Notes. Upon a change in control of Perception, all the principal and accrued and unpaid interest under the Perception Convertible Notes will automatically convert into shares of Series A Preferred Stock of Perception at a price per share of $0.75. The Perception Convertible Notes issued to the Company represent intercompany debt and are eliminated upon consolidation.

The Perception March 2020 Notes contained an embedded conversion features in the event of a qualified financing whereas the Perception December 2020 Notes contained both embedded conversion features in the event of a qualified financing and upon the occurrence of a licensing transaction. The Company concluded that both the embedded conversion features met the definition of embedded derivatives that were required to be bifurcated and accounted for as a separate unit of accounting.

As of December 31, 2020, the Company recorded the fair value of the derivative liabilities of $0.4 million as a liability with the offset being recorded as a debt discount on the issuance dates of the Perception Convertible Notes.

Both the liability and the offsetting debt discount are presented together in convertible promissory notes and derivative liability on the consolidated balance sheets. The resulting debt discount is being amortized to interest expense using the effective interest method over the terms of the Perception Convertible Notes. This interest expense is recorded in other income (expense), net in the consolidated statements of operations. The derivative liabilities are subsequently remeasured to fair value at each reporting date with changes in fair value recognized as a component of other income (expense), net in the consolidated statements of operations.

Upon issuance of the notes under the Second Tranche Funding, the Company recorded the fair value of the derivative liabilities of $0.3 million as a liability with an offset being recorded as a debt discount.

On June 10, 2021, Perception received proceeds of $20.0 million pursuant to the license and collaboration arrangement between Perception and Otsuka Pharmaceutical Co., LTD (“Otsuka”) (See Note 16). Upon receipt of the proceeds, the Perception Convertible Notes automatically converted into 6,456,595 shares of Series A preferred stock of Perception pursuant to their original terms. The Company, Sonia Weiss Pick and Family, Apeiron, and other investors received 5,403,791 shares, 440,415 shares, 27,809 shares and 584,580 shares of Perception Series A preferred stock, respectively, upon conversion of the Perception Convertible Notes. The amounts associated with the shares of Perception Series A preferred stock issued to the Company represent intercompany transactions and are eliminated upon consolidation.

The Company remeasured the derivative liability immediately prior to the conversion of the Perception Notes and recorded a net gain of $41,000 resulting from the change in fair value of the derivative liability in June 2021. The conversion of the Perception December 2020 Notes was accounted for as an extinguishment as the notes were converted pursuant to an embedded conversion feature upon a licensing transaction, which was determined to be a redemption feature. Accordingly, the Company recorded a loss on extinguishment of notes of $0.5 million in the consolidated statements of operations for the year ended December 31, 2021. The loss on extinguishment of notes represents the difference between (i) carrying value including derivative liability of the Perception December 2020 Notes of $2.2 million and (ii) the fair value of Perception Series A preferred stock into which the notes converted of $2.7 million. The conversion of the Perception March 2020 Notes was accounted for as a conversion as the notes converted pursuant to a conversion feature. Accordingly, the Company derecognized the carrying amount of the Perception March 2020 notes issued to Sonia Weiss and Family and other investors in the aggregate amount of $0.6 million with an offset to Series A preferred stock, and no gain or loss was recognized. The shares issued upon conversion of the Perception March 2020 and December 2020 Notes issued to the Company represent an intercompany transaction and, therefore, eliminate in consolidation.

As of December 31, 2020, the fair value of the derivative liability was $0.2 million, including an immaterial amount of derivative liability relating to Sonia Weiss Pick and Family.

The Company recognized interest expense of $0.2 million, including amortization of debt discount of $0.2 million during the year ended December 31, 2021. As of December 31, 2021, there was no unamortized debt discount due to the conversion of the Perception Convertible Notes into Series A convertible preferred stock of Perception on June 10, 2021. The debt issuance costs associated with the Perception Convertible Notes were not material.

Term Loan

Hercules Loan and Security Agreement

In August 2022, the Company and certain subsidiaries, as guarantors, and Hercules Capital, Inc. entered into a Loan and Security Agreement (as amended by that certain First Amendment to Loan and Security Agreement dated as of March 13, 2023, the “Hercules Loan Agreement”). The Loan Agreement provides for term loans in an aggregate principal amount of up to $175.0 million under multiple tranches (the “2022 Term Loan Facility”), available as follows: (i) a term loan advance in the amount of $15.0 million on the Closing Date (the “Tranche 1A Advance”); (ii) at any time after the Closing Date but on or prior to May 1, 2023 (the “Tranche 1B Expiration Date”), term loan advances in an aggregate principal amount of up to $20.0 million (the “Tranche 1B Advances”); (iii) at any time beginning upon the earlier of (A) the Tranche 1B Expiration Date and (B) the date on which all amounts available to be drawn under the Tranche 1B Advances have been drawn and on or prior to December 15, 2023 (the “Tranche 1C Expiration Date”), term loan advances in an aggregate principal amount of up to $25.0 million (the “Tranche 1C Advances” and together with the Tranche 1A Advance and the Tranche 1B Advances, the “Tranche 1 Advances”); (iv) subject to us achieving certain performance milestones and, beginning upon the earlier of (A) the date on which all amounts available to be drawn under the Tranche 1C Advances have been drawn and (B) the Tranche 1C Expiration Date, on or prior to June 30, 2024, term loan advances in an aggregate principal amount of $15.0 million (the “Tranche 2 Advances”); and (v) subject to approval by the Lenders’ respective investment committees in its discretion, on or prior to March 31, 2025, term loan advances in an aggregate principal amount of up to $100.0 million (the “Tranche 3 Advances”). With the exception of the first $15.0 million tranche available on the Closing Date, each of the tranches may be drawn down in $5.0 million increments at the Company's election, subject to applicable conditions to draw.

The 2022 Term Loan Facility will mature on August 1, 2026 (the “Maturity Date”), which may be extended until February 1, 2027 if the Company achieves certain performance milestones, raises at least $175.0 million of unrestricted new net cash proceeds from certain permitted sources after the Closing Date and prior to June 30, 2024, and satisfies certain other specified conditions. The outstanding principal balance of the 2022 Term Loan Facility bears interest at a floating interest rate per annum equal to the greater of either (i) the prime rate as reported in the Wall Street Journal plus 4.55% and (ii) 8.55%. Accrued interest is payable monthly following the funding of each term loan advance. The Company may make payments of interest only, without any loan amortization payments, for a period of thirty (30) months following the Closing Date, which period may be extended to (i) thirty-six months if certain additional performance milestones have been achieved; and (ii) forty-two months if certain additional performance milestones have been achieved. At the end of the interest only period, the Company is required to begin repayment of the outstanding principal of the 2022 Term Loan Facility in equal monthly installments.

The Hercules Loan Agreement contains customary closing and commitment fees, prepayment fees and provisions, events of default and representations, warranties and affirmative and negative covenants, including a financial covenant requiring the Company to maintain certain levels of cash in accounts subject to a control agreement in favor of the Agent (the “Qualified Cash”) at all times commencing from the Closing Date, which includes a cap on the amount of cash that can be held by, among others, certain of our foreign subsidiaries in Australia and the United Kingdom. In addition, the financial covenant under the Loan Agreement requires that beginning on the later of (i) July 1, 2023 and (ii) the date on which the aggregate outstanding amount borrowed under the 2022 Term Loan Facility is equal to or greater

than $40.0 million, the Company shall maintain Qualified Cash in an amount no less than the sum of (1) 33% of the outstanding amount under the 2022 Term Loan Facility, and (2) the amount of the Borrowers’ and Subsidiary Guarantors’ accounts payable that have not been paid within 180 days from the invoice date of the relevant account payable, subject to certain exceptions; provided, that the financial covenant shall not apply on any day that the Company's market capitalization is at least $600.0 million measured on a consecutive 10-business day period immediately prior to such date of measurement and tested on a daily basis. Upon the occurrence of an event of default, including a material adverse effect, subject to certain exceptions, on ATAI NV and ATAI AG’s, taken together, business, operations, properties, assets or financial condition, and subject to any specified cure periods, all amounts owed by the Company may be declared immediately due and payable by the Lenders. As of December 31, 2022 the Company was in compliance with all applicable covenants under the Hercules Loan Agreement.

In addition, the Company is required to make a final payment fee (the “End of Term Charge”) upon the earlier of (i) the Maturity Date, (ii) the date that the Company prepays, in full or in part, the principal balance of the 2022 Term Loan Facility, or (iii) the date that the outstanding balance of the 2022 Term Loan Facility becomes due and payable. The End of Term Charge is 6.95% of the aggregate original principal amount of the term loans so repaid or prepaid under the Loan Agreement.

The Company may, at its option, prepay the term loans in full or in part, subject to a prepayment penalty equal to (i) 2.00% of the principal amount prepaid if the prepayment occurs on or prior to the first anniversary of the Closing Date, (ii) 1.0% of the principal amount prepaid if the prepayment occurs after the first anniversary and on or prior to the second anniversary of the Closing Date, and (iii) 0.5% of the principal amount prepaid if the prepayment occurs after the second anniversary and prior to the Maturity Date.

The Company incurred financing expenses related to the Hercules Loan Agreement, which are recorded as an offset to long-term debt on the Company's consolidated balance sheets. These deferred financing costs are being amortized over the term of the debt using the effective interest method, and are included in other income (expense), net in the Company’s consolidated statements of operations. During the year ended December 31, 2022, interest expense included $0.1 million of amortized deferred financing costs related to the 2022 Term Loan Facility.

Outstanding debt obligations are as follows (in thousands):



	December 31, 2022
Principal amount	$	15,000
End of the term charge		1,042
Less: unamortized issuance discount		(274	)
Less: unamortized issuance costs		(113	)
Less: unamortized end of term charge		(952	)
Net carrying amount		14,702
Less: current maturities		-
Long-term debt, net of current maturities and unamortized debt discount and issuance costs	$	14,702

The fair value of the outstanding Hercules debt obligations was $14.9 million as of December 31, 2022. The fair value of the Hercules debt obligations represent Level 3 measurements within the fair value hierarchy.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

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+ Details

Common Stock

12 Months Ended

Dec. 31, 2022

Stockholders' Equity Note [Abstract]

Common Stock

11. Common Stock

In November and December 2020, the Company issued and sold 14,933,344 shares of common stock of €0.10 par value to new and existing investors, including related parties, at a price of €4.69 or $5.56 per share, for proceeds of $77.2 million, net of issuance costs of $5.2 million which includes advisory fees paid to Small & Mid Cap Investmentbank AG ("SMC"). SMC paid a portion of the advisory fees received from the Company to Apeiron (see Note 17).

In November 2020, in connection with the Company’s issuance and sale of its common stock, all of the outstanding principal and accrued interest under the 2020 Convertible Notes, totaling $32.2 million, was automatically converted into 8,773,056 shares of common stock pursuant to their original terms. Once the notes were converted, the converted shares were recorded at fair value of $5.56 per share price equal to the price per share of common stock issued in November 2020.

In January 2021, pursuant to an additional closing from the common stock issuance in November and December 2020, the Company issued and sold 2,133,328 shares of common stock to Apeiron at the same issuance price, for cash proceeds of $12.2 million. In March 2021, the Company issued and sold 13,419,360 shares of common stock to new and existing investors, including related parties, at a price of €9.69 or $11.71 per share, for cash proceeds of $152.2 million, net of issuance costs of $4.9 million.

On June 22, 2021, atai closed the IPO of its common stock on Nasdaq. As part of the IPO, the Company issued and sold 17,250,000 shares of its common stock, which included 2,250,000 shares sold pursuant to the exercise of the underwriters’ over-allotment option, at a public offering price of $15.00 per share. The Company received net proceeds of $231.6 million from the IPO, after deducting underwriters’ discounts and commissions of $18.1 million and offering costs of $9.0 million.

All common shareholders have identical rights. Each share of common stock entitles the holder to one vote on all matters submitted to the stockholders for a vote.

All holders of common stock are entitled to receive dividends, as may be declared by the Company’s board of directors. Upon liquidation, common stockholders will receive distribution on a pro rata basis. As of December 31, 2022 and December 31, 2021, no cash dividends have been declared or paid.

- Definition

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

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-URI https://asc.fasb.org/topic&trid=2208762

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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-Section 50
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 14
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

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-Publisher FASB
-Name Accounting Standards Codification
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-Subparagraph (SX 210.3-04)
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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+ Details

Stock-Based Compensation

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

12. Stock-Based Compensation

Atai Life Sciences 2020 Equity Incentive Plan

Effective August 21, 2020, the Company adopted an equity-based compensation plan, the 2020 Employee, Director and Consultant Equity Incentive Plan (as amended from time to time, “2020 Incentive Plan”). The 2020 Incentive Plan is administered by the Company’s Board. The plan is intended to encourage ownership of shares by employees, directors and certain consultants to the Company in order to attract and retain such individuals, to induce them to work for the benefit of the Company and to provide additional incentive for them to promote the success of the Company. The 2020 Incentive Plan enables the Company to grant incentive stock options or nonqualified stock options, restricted stock awards and other stock-based awards to executive officers, directors and employees and consultants of the Company.

The Company has reserved up to 22,658,192 shares of common stock, excluding any shares issued under its Hurdle Share Option Program ("HSOP") described below, for issuance to executive officers, directors, other employees and consultants of the Company pursuant to the 2020 Incentive Plan. Shares that are expired, terminated, surrendered, or canceled without having been fully exercised will be available for future awards. As of December 31, 2022, there were no shares available for future grants under the 2020 Incentive Plan and any shares subject to outstanding options originally granted under the 2020 Equity Incentive Plan that terminate, expire or lapse for any reason without the delivery of shares to the holder thereof shall become available for issuance pursuant to the atai Life Sciences 2021 Incentive Award Plan discussed below.

Atai Life Sciences 2021 Incentive Award Plan

Effective April 23, 2021, the Company adopted and the atai shareholders approved the 2021 Incentive Award Plan (“2021 Incentive Plan”). The 2021 Incentive Plan is administered by the Company’s supervisory board. The plan is intended to encourage ownership of shares by employees, directors, and certain consultants to the Company in order to attract and retain such individuals, to induce them to work for the benefit of the Company or of an affiliate and to provide additional incentive for them to promote the success of the Company. The 2021 Incentive Plan enables the Company to grant incentive stock options or nonqualified stock options, restricted stock awards and other stock-based awards to executive officers, directors and other employees and consultants of the Company.

The Company has reserved up to 46,738,794 shares of common stock, for issuance to executive officers, directors and employees and consultants of the Company pursuant to the 2021 Incentive Plan. In accordance with the evergreen clause in the Company's 2021 Incentive Plan, effective as of January 1, 2022, the number of shares initially available for issuance was increased by 8,033,850 shares of common stock. Shares that are expired, terminated, surrendered, or canceled without having been fully exercised will be available for future awards. As of December 31, 2022, 32,837,138 shares were available for future grants under the 2021 Incentive Plan.

Stock Options

The stock options outstanding noted below consist primarily of both service and performance-based options to purchase Common Stock. These stock options have a ten-year contractual term. These awards are subject to the risk of forfeiture until vested by virtue of continued employment or service to the Company.

The following is a summary of stock option activity from December 31, 2021 to December 31, 2022:


	Number of Options				Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)		Aggregate Intrinsic Value
Outstanding as of December 31, 2021		26,687,620			$	6.85		4.85	$	74,525
Granted		13,186,659		(1)		4.93		—		—
Exercised		(938,913	)			2.47		—		—
Cancelled or forfeited		(4,054,762	)			9.15		—		—
Outstanding as of December 31, 2022		34,880,604		(2)	$	5.98		5.71	$	10,647
Options exercisable as of December 31, 2022		16,006,889			$	4.99		3.51	$	10,510

(1)

Includes (a) 11,446,193 stock options that will vest over a four-year service period, (b) 754,910 stock options that will vest immediately upon the satisfaction of specified performance-based vesting conditions which became probable of achievement in December 2022, (c) 563,959 stock options that partially vest on date of grant, then over a three-year service period and upon the satisfaction of specified performance-based vesting conditions, which were achieved during the year ended December 31, 2022, (d) 37,597 stock options that vest upon the satisfaction of specified performance-based vesting conditions, which were not achieved, and (e) 384,000 stock options that will vest on the one-year anniversary of the date of grant.

(2)

The 18,873,715 outstanding unvested stock options includes (a) 15,882,029 that will continue to vest over a one to four-year service period, (b) 1,617,399 that will continue to vest over a three to four-year service period and upon the satisfaction of specified performance-based vesting conditions, (c) 100,000 stock options that will continue to vest over a two-year service period and upon the satisfaction of specified market-based conditions tied to price of the Company's publicly traded shares, (d) 673,534 stock options that will vest immediately upon the satisfaction of specified performance-based vesting conditions, which are considered probable of achievement, (e) 216,756 stock options that will continue to vest over a three-year service period and upon the satisfaction of specified performance-based vesting conditions, which were achieved during the year ended December 31, 2022, and (f) 384,000 stock options that will vest on the one-year anniversary of the date of grant.

The Company estimates the fair values of stock options using the Black-Scholes option-pricing model on the date of grant. For the years ended December 31, 2022 and 2021, the assumptions used in the Black-Scholes option pricing model were as follows:


	Years Ended December 31,
	2022		2021
Weighted average expected term in years		5.89		4.16
Weighted average expected stock price volatility	71.7%		80.0%
Risk-free interest rate	1.46% - 4.31%		(0.76)%-1.33%
Expected dividend yield	0%		0%

For the years ended December 31, 2022 and 2021, the Company recorded stock-based compensation expense of $37.1 million and $41.3 million, respectively.

As of December 31, 2022, total unrecognized compensation cost related to the unvested stock-based awards was $71.6 million, which is expected to be recognized over a weighted average period of 1.85 years.

Atai Life Sciences Hurdle Share Option Plan

On August 21, 2020, the Partnership (as defined below) approved and implemented an employee stock option plan for selected executives, employees, and consultants of the Partnership (so-called Hurdle Share Options Program or “HSOP Plan”), which became effective on January 2, 2021, the date the first grants under the HSOP Plan were made (“HSOP Options”). This plan is primarily aimed at German-based executives, employees, and consultants of the Company (collectively as “HSOP Participants”). The purpose of the HSOP Plan is to permit these individuals to indirectly participate in the appreciation in value of the Company through a German law private partnership, ATAI Life Sciences HSOP GbR (the “Partnership”). The HSOP Plan was established under the Partnership Agreement of the Partnership. The HSOP Plan requires the exercise price to be equal to the fair value of the shares on the date of grant.

The Partnership acquired 7,281,376 shares of atai common stock (“HSOP Shares”) pursuant to the HSOP Plan. HSOP Options that are canceled or forfeited without having been fully exercised will be available for future awards. As of December 31, 2022, 257,419 HSOP Options were available for future grants under the HSOP Plan.

The HSOP Plan mimics the economics of a typical stock option plan, however, with the HSOP Shares to which the HSOP Options refer already being issued to the Partnership. Each HSOP Option contains both service and performance-based vesting conditions, including a liquidity-based condition, and gives the holder the option to request the distribution of HSOP Shares under its vested HSOP Options. The grantee is required to pay a nominal value (€0.06 per share) for the shares upon grant (“Nominal Upfront Payment”). The nominal amount paid at the grant date is refundable if the HSOP Options do not vest or are forfeited. Otherwise, the nominal amount is refundable until the later of the occurrence of a Liquidity Event (as defined in the “HSOP Plan”) or the exercise date.

The HSOP Shares issued under the HSOP Plan to the Partnership are indirectly owned by HSOP Participants (being the holders of HSOP Options) via their interest in the Partnership. However, each HSOP Participant signed a nonrevocable power of attorney ceding virtually all rights and decisions, including their rights as shareholders to the Managing Partner (as defined in the Partnership agreement) of the Partnership. HSOP Participants have a forfeitable right to distributions until the HSOP Options vest, at which time the right becomes nonforfeitable. Accordingly, the HSOP Shares issued to the Partnership and allocated to the HSOP Options holders are not considered outstanding for accounting purposes. Therefore, the Company accounted for the Nominal Upfront Payment as an in-substance early exercise provision under ASC 718 as the nominal amount is deducted from the exercise price upon exercise. As of December 31, 2022, the $0.5 million Nominal Upfront Payment was recorded as an Other liability on the consolidated balance sheets. The HSOP Options include a provision that requires the HSOP Options holders pay compensation equal to 2% per annum interest on the unpaid exercise price less the €0.06 nominal amount paid upon grant (“Non-recourse Loan”) upon qualifying events (as defined in the Partnership agreement), which occurred on April 23, 2021 currently with the corporate reorganization discussed in Note 1.

The 2% per annum interest rate is fixed and not linked to something other than a service, performance, or market condition, therefore, the Company accounted for the fixed rate interest charge as an in-substance non-recourse loan in a stock compensation arrangement under ASC 718. In such cases, the rights and obligations embodied in a transfer of equity shares to an employee for a note that provides no recourse to other assets or the employee (other than the correlating shares) are substantially the same as those embodied in a grant of share options. The 2% per annum interest was considered in the valuation of the HSOP Options.

HSOP Options

The HSOP Options outstanding noted below consist of service and performance-based options to request the distribution of HSOP Shares. These HSOP Options have a fifteen-year contractual term. These HSOP Options vest over a three to four-year service period, only if and when a “Liquidity Event” (as defined in the Partnership agreement) occurs within fifteen years of the date of grant. If a Change in Control (as defined in the Partnership agreement) or in the event the holder’s service with the Partnership is terminated due to his death or disability by June 30, 2021 or December 31, 2021, an additional 25% or 12.5%, respectively, HSOP Options will accelerate and vest upon the occurrence of the transaction. These awards are subject to the risk of forfeiture until vested by virtue of continued employment or service to the Company.

The liquidity-based performance condition contingent upon the achievement of a Liquidity Event was satisfied in June of 2021, therefore, the Company began recognizing expense for all associated options that were previously deemed improbable of vesting.

The following is a summary of stock option activity from December 31, 2021 to December 31, 2022:


	Number of Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)		Aggregate Intrinsic Value
Outstanding as of December 31, 2021		7,046,496			6.64		14.01	$	6,961
Granted		—			—		—		—
Exercised		—			—		—		—
Cancelled or forfeited		(124,667	)		6.63		—		—
Outstanding as of December 31, 2022		6,921,829		$	6.64		13.01	$	—
Options exercisable as of December 31, 2022		5,983,060		$	6.64		13.01

The Company estimates the fair values of stock options using the Black-Scholes option-pricing model on the date of grant. As shown above, the Company did not grant any new HSOP options during the year ended December 31, 2022. Thus, the Company did not use the Black Scholes option pricing model to value any new options grants during the year ended December 31, 2022. During the year ended December 31, 2021, the assumptions used in the Black-Scholes option pricing model were as follows:


		Year Ended December 31,
		2021
Weighted average expected term in years		8.00
Weighted average expected stock price volatility		70.0%
Risk-free interest rate		(0.70)%-(0.65)%
Expected dividend yield		0%

For the years ended December 31, 2022 and 2021, the Company recorded stock-based compensation expense of $4.5 million and $21.1 million, respectively.

As of December 31, 2022, total unrecognized compensation cost related to the unvested stock-based awards was $3.1 million which is expected to be recognized over a weighted average period of 0.5 years.

Subsidiary Equity Incentive Plans

Certain controlled subsidiaries of the Company adopt their own equity incentive plan (“EIP”). Each EIP is generally structured so that the applicable subsidiary, and its affiliates’ employees, directors, officers and consultants are eligible to receive non-qualified and incentive stock options and restricted stock unit awards under their respective EIP. Standard option grants have time-based vesting requirements, generally vesting over a period of four years with a contractual term of ten years. Such time-based stock options use the Black-Scholes option pricing model to determine grant date fair value.

For the years ended December 31, 2022 and 2021, the Company recorded share-based compensation expense of $0.7 million and $0.9 million, respectively, in relation to subsidiary EIPs. As of December 31, 2022, there was $0.6 million of total unrecognized stock-based compensation expense related to unvested EIP awards to employees and non-employee directors expected to be recognized over a weighted-average period of approximately 1.4 years. As of December 31, 2022, the unrecognized stock-based compensation expense from EIP's awards with liquidity-based performance vesting conditions issued to employees and non-employee directors was approximately $7.3 million, which will be recognized in future periods if and when attainment of the performance criteria becomes probable.

Stock-Based Compensation

Stock-based compensation expense is allocated to either Research and development or General and administrative expense on the consolidated statements of operations based on the cost center to which the option holder belongs.

The following table summarizes the total stock-based compensation expense by function for the year ended December 31, 2022, which includes expense related to stock options and restricted stock awards (in thousands):


	Year Ended December 31, 2022
	atai ESOP		atai HSOP		Other Subsidiaries Equity Plan		Total
Research and development	$	15,797	$	—	$	527	$	16,324
General and administrative		21,333		4,551		167	$	26,051
Total share based compensation expense	$	37,130	$	4,551	$	694	$	42,375

The following table summarizes the total stock-based compensation expense by function for the year ended December 31, 2021, which includes expense related to stock options and restricted stock awards (in thousands):


	Year Ended December 31, 2021
	atai ESOP		atai HSOP		Other Subsidiaries Equity Plan		Total
Research and development	$	18,676	$	—	$	662	$	19,339
General and administrative		22,667		21,102		255	$	44,023
Total share based compensation expense	$	41,343	$	21,102	$	917	$	63,362

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

13. Income Taxes

The component of German and overseas income (loss) from continuing operations before income taxes is as follows (in thousands):


	Year Ended December 31,

	2022			2021
Germany	$	(55,845	)	$	(89,061	)
International		(79,337	)		(47,540	)
Total loss before income taxes and loss from equity method investments	$	(135,182	)	$	(136,601	)

The tax provision (benefits) for income taxes consists of the following (in thousands):


	Year Ended December 31,
	2022		2021
Current income tax provision (benefit):
Germany	$	—	$	—
International		1,155		1,117
Total current income tax provision:	$	1,155	$	1,117
Deferred income tax provision (benefit):
Germany	$	—	$	—
International		5,074		(5,106	)
Total deferred income tax provision:		5,074		(5,106	)
Total income tax provision:	$	6,229	$	(3,989	)

The international current tax provision for December 31, 2022 and 2021 is primarily comprised of corporate income taxes incurred in the United States, United Kingdom and Australia.

A reconciliation of the statutory income tax rate to the Company’s effective income tax rate for continuing operations is as follows (in thousands):


	Year Ended December 31,
	2022			2021
Loss before income taxes:
Germany	$	(55,845	)	$	(89,061	)
International		(79,337	)		(47,540	)
Total loss before income taxes:		(135,182	)		(136,601	)
German statutory rate		30.18	%		30.18	%
Expected income tax expense (benefit)		(40,791	)		(41,220	)
US state income taxes, net of US federal tax benefit	$	(6,509	)	$	132
International tax rate differential		7,276			4,222
IPR&D charges and acquisition adjustments		—			3,251
Effect of Australian R&D tax credit incentives		(338	)		(3	)
Fair value adjustments		(109	)		2,934
Effect of consolidation and deconsolidation of subsidiaries		(1,394	)		—
Effect of statutory to US GAAP accounting adjustments		98			(10,409	)
Compensation Expenses not deductible under IRC Section 162(m)		411			1,690
Expenses not deductible for tax purposes		(324	)		612
Effect of share-based compensation expense		216			192
Other		758			(657	)
Change in German and International valuation allowance		46,935			35,267
Total income tax expense	$	6,229		$	(3,989	)
Effective income tax rate:		-4.61	%		2.92	%

The Company is headquartered in Berlin, Germany and has subsidiaries in the United States, Australia, the United Kingdom, and Singapore as well as minority investments in Canada, Germany, and the United Kingdom. The Company incurred tax losses in most jurisdictions,

however, generated taxable profits in certain United States subsidiaries, United Kingdom, and Australian subsidiaries. The weighted-average combined German corporate income tax rate for the year ended December 31, 2022 and 2021 was 30.18% (inclusive a corporate income tax rate of 15.83% and trade tax rate of 14.35%). The weighted-average United States corporate income tax rate for year ended December 31, 2022 and 2021 was 21.00%. The weighted-average Australia corporate income tax rate for the year ended December 31, 2022 and 2021 was 27.50%. The weighted-average United Kingdom corporate income tax rate for the year ended December 31, 2022 and 2021 was 19.00%. The Singapore corporate income tax rate for the year ended December 31, 2022 was 17.0%.

Deferred income taxes are provided for the effects of temporary differences between the amounts of assets and liabilities recognized for financial reporting purposes and the amounts recognized for income tax purposes.

Significant components of deferred tax assets and deferred tax liabilities consisted of the following (in thousands):


	Year Ended December 31,
	2022			2021
Deferred tax assets:
German tax loss carryforward	$	45,560		$	31,149
International tax loss carryforward		10,585			8,618
Fixed and Intangible assets		-			66
Share compensation		31,078			17,231
Capitalized research and experimentation expenses		11,975			-
Other deductible timing differences		1,864			829
Total deferred tax assets, gross		101,062			57,893
Valuation allowance		(95,678	)		(49,442	)
Total deferred tax assets, net	$	5,384		$	8,451
Deferred tax liabilities:
Fixed and intangible assets	$	(908	)	$	(17	)
Unrealized foreign exchange	$	(4,472	)	$	(3,326	)
Outside basis differences in equity and other investments		(4	)		(2	)
Total deferred tax liabilities		(5,384	)		(3,345	)
Total deferred tax asset	$	—		$	5,106

The valuation allowance provided against net deferred tax assets as of December 31, 2022 and 2021 was $95.7 million and $49.4 million, respectively. The valuation allowance recorded at both periods was primarily related to German and international tax loss carryforwards, capitalized research and experimental costs, and stock-based compensation timing differences that, in the judgement of management, are not more-likely-than-not, to be realized. In 2022, a valuation allowance was provided against net deferred tax assets recognized with regard to certain subsidiaries in the United States and United Kingdom where in the judgement of management, are not more-likely-than-not to be realized as a result of a change in tax and finance policies.

As relevant to certain United States subsidiaries, the Tax Cuts and Jobs Act of 2017 requires taxpayers to capitalize and amortize certain research and experimental (“R&D”) expenditures under Internal Revenue Code ("IRC") Section 174 for tax years beginning after December 31, 2021 resulting in the capitalization of certain R&D costs within the Company's tax provision in 2022. IRC Section 174 costs attributable to R&D performed in the United States and outside of the United States is amortizable over 5 years and 15 years, respectively.

In assessing the realizability of deferred tax assets, management regularly considers whether it is more-likely-than-not that some or all of the recorded deferred tax assets will be realized. The future realization of deferred tax assets is subject to the existence of sufficient taxable income of the appropriate character (e.g., ordinary income or capital gain) as provided under the carryforward provisions of local tax law. Additionally, deferred tax assets with respect to tax losses in the United States may be subject to limitation as a result of ownership changes within the meaning of Section 382 of the IRC. Management considers the Company’s limited history and historical tax losses, future projected taxable income, including the character and jurisdiction of such income, the scheduled reversal of deferred tax liabilities (including the effect in available carryback and carryforward periods), and tax-planning strategies in making this assessment. In the event that there is a change in the ability to recover deferred tax assets, our income tax provision would increase or decrease in the period in which the assessment is changed.

The Company has limited prior earnings history and, due to the early stages of its development and research activities, is expected to generate losses for the next several years and cannot accurately estimate future profit projections beyond such time. As such, management

believes that it is more likely than not that the Company will not realize the benefits of such tax loss carryforwards and deductible differences.

As of December 31, 2022 and 2021 the Company did not have any significant unremitted earnings in its foreign subsidiaries

The Company’s gross tax loss carryforward for tax return purposes are as follows (in thousands):


	Year Ended December 31,
	2022		2021
Germany tax losses	$	150,991	$	103,232
International tax losses		41,908		31,875
Total	$	192,899	$	135,107

The Company's tax loss carryforwards have an indefinite carryforward period, however, for tax years 2021 and beyond, in the United States, utilization of certain tax losses may not exceed 80% of United States taxable income in any one year, computed without regard a deduction for tax losses utilized.

The Company's 2018 through 2021 tax returns are currently open to audit and have not been subject to audit in any prior year by any tax authority.

Unrecognized tax benefits arise when the estimated benefit recorded in the financial statements differs from the amounts taken or expected to be taken in a tax return because of the uncertainties described above. As of December 31, 2022 and 2021, the Company had no unrecognized tax benefits.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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+ Details

Net Loss Per Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Net Loss Per Share

14. Net Loss Per Share

Basic and diluted net loss per share attributable to atai stockholders were calculated as follows (in thousands, except share and per share data):


	Years Ended December 31,
	2022			2021
Numerator:
Net loss	$	(157,417	)	$	(174,244	)
Net loss attributable to redeemable noncontrolling interests and noncontrolling interests		(5,032	)		(6,436	)
Net loss attributable to ATAI Life Sciences N.V. shareholders - basic and diluted	$	(152,385	)	$	(167,808	)
Denominator:
Weighted average common shares outstanding attributable to ATAI Life Sciences N.V. Stockholders - basic and diluted		155,719,585			138,265,859
Net loss per share attributable to ATAI Life Sciences N.V. shareholders - basic and diluted	$	(0.98	)	$	(1.21	)

HSOP Shares issued to the Partnership and allocated to the HSOP Participants are not considered outstanding for accounting purposes and not included in the calculation of basic weighted average common shares outstanding in the table above because the HSOP Participants have a forfeitable right to distributions until the HSOP Options vest and are exercised, at which time the right becomes nonforfeitable.

The following also represents the maximum amount of outstanding shares of potentially dilutive securities that were excluded from the computation of diluted net loss per share attributable to common shareholders for the periods presented because including them would have been antidilutive:

Potentially dilutive securities to the Company’s common shares:


	As of December 31,
	2022		2021
Options to purchase common stock		34,880,604		26,687,820
HSOP options to purchase common stock		6,921,829		7,179,248
2018 Convertible Promissory Notes - Related Parties (Note 10)		6,201,824		10,521,824
		48,004,257		44,388,892

The remaining 2018 Convertible Notes would be issuable upon the exercise of conversion rights of convertible note holders for 387,614 shares of common stock of ATAI Life Sciences AG, respectively. Upon conversion, it is expected that the remaining 2018 Convertible Notes would be exchanged on a one-for-sixteen basis for shares of ATAI Life Sciences N.V. which is reflected in the table above. See Note 10 for additional discussion.

Commitments and Contingencies

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

15. Commitments and Contingencies

Research and Development Agreements

The Company may enter into contracts in the normal course of business with clinical research organizations for clinical trials, with contract manufacturing organizations for clinical supplies and with other vendors for preclinical studies, supplies and other services and products for operating purposes.

Leases

In May 2022 the Company entered into a five year lease arrangement that has not yet commenced. The Company expects the lease to commence during the first half of 2023. This lease will require lease payments over the term of approximately $1.8 million.

Indemnification

In the ordinary course of business, the Company may provide indemnifications of varying scope and terms to vendors, lessors, business partners, board members, officers and other parties with respect to certain matters, including, but not limited to, losses arising out of breach of such agreements, services to be provided by the Company, negligence or willful misconduct of the Company, violations of law by the Company, or intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with directors and certain officers and employees that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors, officers or employees. No demands have been made upon the Company to provide indemnification under such agreements, and thus, there are no claims that the Company is aware of that could have a material effect on the Company’s consolidated financial statements.

The Company also maintains director and officer insurance, which may cover certain liabilities arising from its obligation to indemnify the Company’s directors. To date, the Company has not incurred any material costs and has not accrued any liabilities in the consolidated financial statements as a result of these provisions.

Contingencies

From time to time, the Company may become involved in legal proceedings arising in the ordinary course of business. The Company is unable to predict the outcome of these matters or the ultimate legal and financial liability, and at this time cannot reasonably estimate the possible loss or range of loss and accordingly has not accrued a related liability. At each reporting date, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company accrues a liability when a loss is considered probable and the amount can be reasonably estimated. When a material loss contingency is reasonably possible but not probable, the Company does not record a liability, but instead discloses the nature and the amount of the claim, and an estimate of the loss or range of loss, if such an estimate can be made. Legal fees are expensed as incurred. The Company currently believes that the outcome of these legal proceedings, either individually or in the aggregate, will not have a material effect on its consolidated financial position, results of operations or cash flows.

License Agreements

12 Months Ended

Dec. 31, 2022

License Agreements [Abstract]

License Agreements

16. License Agreements

Otsuka License and Collaboration Agreement

On March 11, 2021, Perception entered into a license and collaboration agreement (the “Otsuka Agreement”) with Otsuka under which Perception granted exclusive rights to Otsuka to develop and commercialize products containing arketamine, known as PCN-101, in Japan for the treatment of any depression, including treatment-resistant depression, or major depressive disorder or any of their related symptoms or conditions. Under the terms of the Otsuka Agreement, Otsuka received an exclusive right to develop and commercialize products containing PCN-101 in Japan at its own cost and expense. Perception retained all rights to PCN-101 outside of Japan.

Otsuka owed Perception an upfront, non-refundable payment of $20.0 million as of the execution of the Otsuka Agreement. Perception is also entitled to receive aggregate payments of up to $35.0 million if certain development and regulatory milestones are achieved for the current or a new intravenous formulation of a product and up to $66.0 million in commercial milestones upon the achievement of certain commercial sales thresholds. Otsuka is obligated to pay Perception a tiered, double-digit royalty on net sales of products containing PCN-101 in Japan, subject to reduction in certain circumstances.

The Otsuka Agreement will expire upon the fulfillment of Otsuka’s royalty obligations on a product-by-product basis. Otsuka shall have the right to terminate this agreement in its entirety for convenience at any time (a) on ninety (90) days’ prior written notice to Perception if such notice is given before the first regulatory approval of the first licensed product in the Otsuka territory, or (b) on one hundred and eighty (180) days’ prior written notice to Perception if such notice is given on or after the first regulatory approval of the first licensed product in the Otsuka territory. The Otsuka Agreement may be terminated in its entirety at any time during the term upon written notice by either party if the other party is in material breach of its obligations and has not cured such breach within thirty (30) days in the case of a payment breach, or within ninety (90) days in the case of all other breaches.

The Company first assessed the Otsuka Agreement under ASC 808 to determine whether the Otsuka Agreement or units of accounts within the Otsuka Agreement represent a collaborative arrangement based on the risks and rewards and activities of the parties.

The Company concluded that Otsuka is a customer in the context of the Otsuka Agreement and the units of account are within the scope of ASC 606. The Company determined that the combined promise of the exclusive license to PCN-101 and non-exclusive license to conduct clinical trials in Asia are a single performance obligation. The Company determined that the option rights for CMC study data, additional research services and development supply do not represent material rights to Otsuka as these options were issued at standalone selling prices. As such, they are not performance obligations at the outset of the arrangement.

Based on this assessment, the Company concluded three performance obligations exists at the outset of the Otsuka Agreement: (i) the exclusive license to PCN-101 and exclusive license to conduct clinical trials in Japan, (ii) Global Requested Ongoing Clinical Studies and (iii) Global Ongoing Clinical Studies. The Company determined that the upfront payment of $20.0 million constitutes the transaction price at the outset of the Otsuka Agreement. Future potential milestone payments were fully constrained as the risk of significant revenue reversal related to these amounts has not yet been resolved. The achievement of the future potential milestones is not within the Company’s control and is subject to certain research and development success or regulatory approvals and therefore carry significant uncertainty. The Company will reevaluate the likelihood of achieving future milestones at the end of each reporting period. As all performance obligations will have been satisfied in advance of the achievement of the milestone events, if the risk of significant revenue reversal is resolved, any future milestone revenue from the arrangement will be added to the transaction price (and thereby recognized as revenue) in the period the risk is resolved.

For the year ended December 31, 2022, there were no additional milestones achieved under the Otsuka Agreement. For the year ended December 31, 2021, there were no additional milestones achieved under the Otsuka Agreement, except for the upfront transfer of the license. During the year ended December 31, 2021, the Company satisfied the performance obligation related to the license upon delivery of the license and recognized the amount of $19.7 million allocated to the license as license revenue. Additionally, the Company recognized revenues of $0.2 million and $0.6 million related to certain research and development services during the years ended December 31, 2022 and 2021, respectively. As of December 31, 2022 and 2021, the remaining balance of deferred revenue related to the Otsuka Agreement was immaterial.

National University Corporation Chiba University License Agreement

In August 2017, Perception entered into a license agreement (the “CHIBA License”), with the National University Corporation Chiba University or CHIBA, relating to Perception’s drug discovery and development initiatives. Under the CHIBA License, Perception has been granted a worldwide exclusive license under certain patents and know-how of CHIBA to research, develop, manufacture, use and commercialize therapeutic products. Perception paid an upfront license fee which was recorded as research and development expense during the year ended December 31, 2017. The Company previously exercised an option and purchased licenses to additional CHIBA technologies and related know-how, and as such the Company is required to pay an annual maintenance fee until the filing of a new drug application with the Food and Drug Administration. In addition, Perception is also required to pay tiered royalties ranging in the low to mid-single-digit on future net sales of licensed products that are covered by a valid claim of a licensed patent, if any. In addition, the Company is obligated to make contingent milestone payments totaling up to $1.2 million upon the achievement of certain clinical or regulatory milestones for each of the first two licensed products and $1.0 million upon the achievement of certain clinical or regulatory milestones for each additional licensed product.

The Company has the right to terminate the CHIBA License for any reason upon a 90-day notice and if CHIBA materially breaches the agreement and fails to remedy any such default within specified cure periods. CHIBA has the right to terminate the CHIBA License if the

Company declares bankruptcy, becomes insolvent or otherwise materially breaches the agreement and fails to remedy any such default within specified cure periods. Such termination does not preclude CHIBA’s rights to any milestone payments, royalties, and other payments described above. The CHIBA License will remain in effect until terminated by the parties according to their rights.

During the years ended December 31, 2022 and 2021, respectively, the Company made no material payments pursuant to the CHIBA License.

Allergan License Agreement

In February 2020, Recognify entered into an amended and restated license agreement (the "Allergan License Agreement"), with Allergan Sales, LLC, or Allergan, under which Allergan granted Recognify an exclusive (non-exclusive as to know-how), sublicensable and worldwide license under certain patent rights and know-how controlled by Allergan to develop, manufacture and commercialize certain products for use in all fields including the treatment of certain diseases and conditions of the central nervous system.

Under the Allergan License Agreement, Recognify is subject to certain diligence obligations and is obligated to use commercially reasonable efforts, either by itself or through its affiliates or sublicensees, to develop, obtain regulatory approvals for and commercialize certain licensed products, at its sole cost. If Recognify decides to enter into negotiation of a change of control transaction with any third parties or receives a proposal from a third party for such transaction, Allergan has a right of first negotiation to negotiate the terms and conditions for acquisition of Recognify or its assets.

As partial consideration for the rights granted by Allergan to Recognify under the Allergan License Agreement, Recognify paid Allergan an upfront payment of $0.5 million which was paid prior to the Company’s acquisition of Recognify in November 2020. Recognify is also responsible for paying Allergan a mid-single-digit royalty on the net sales of the licensed products. In addition, Recognify is obligated to pay Allergan a low teen percentage of the non-royalty sublicense payments it receives from a third party receiving a sublicense to practice the rights licensed to Recognify under the Allergan License Agreement. Upon the occurrence of certain change of control transactions involving Recognify, or sale, assignment or transfer (other than sublicense) to a third party of any rights licensed to Recognify under the Allergan License Agreement, Recognify is required to share with Allergan a low teen percentage of the proceeds it receives from such transactions.

Recognify has the right to terminate the Allergan License Agreement for any reason, subject to a specified notice period, and if Allergan materially breaches the agreement and fails to remedy any such default within specified cure periods. Allergan has the right to terminate the Allergan License Agreement if Recognify declares bankruptcy, becomes insolvent or otherwise materially breaches the agreement and fails to remedy any such default within the specified cure periods. Such termination does not preclude Allergan’s rights to any milestone payments, royalties, or other payments described above. The Allergan License Agreement will remain in effect until terminated by the parties according to their rights. During the year ended December 31, 2021, the Company made no material payments pursuant to the Allergan License Agreement.

During the years ended December 31, 2022 and 2021, respectively, the Company made no material payments pursuant to the Allergan License Agreement.

Columbia Stock Purchase and License Agreement

In June 2020, Kures entered into a license agreement (the “License Agreement”) with Trustees of Columbia University (“Columbia”), pursuant to which, Kures obtained an exclusive license under certain patents and technical information to discover, develop, manufacture, use and commercialize such patents or other products in all uses and applications (“Columbia IP”). In addition, in consideration for the rights to the Columbia IP, Kures entered into a Stock Purchase Agreement (the “SPA”) with Columbia in contemplation of the License Agreement. Pursuant to the SPA, Kures issued to Columbia certain shares of the Kures’ capital stock, representing 5.0% of Kures common stock on a fully diluted basis. Furthermore, the SPA provided that from time to time, Kures shall issue to Columbia additional shares of Kures’ common stock, at a per share price equal to the then fair market value of each such share, which price shall be deemed to have been paid in partial consideration for the execution, delivery and performance by Columbia of the License Agreement, such that the common stock held by Columbia shall equal to 5.0% of the common stock on a fully diluted basis, at all times up to and through the achievement of certain funding threshold.

In April 2022, Kures issued shares of Series A-2 Preferred Stock to certain investors upon the achievement of Series A-2 milestone events. Accordingly, the Company issued certain anti-dilution common stock to Columbia worth $0.3 million. The Company expensed the cost incurred for acquiring license as research & development expense at inception. Since, the additional anti-dilution shares were issued as partial consideration towards the same license arrangement, the cost of such additional share was also expensed as research & development expense during the year ended December 31, 2022. During the years ended December 31, 2022 and 2021, the Company recognized $0.4 million and $0, respectively, of in-process research & development expense in connection with the SPA and the License Agreement.

During the years ended December 31, 2022 and 2021, Kures made no material payments in connection with the Columbia agreement.

Accelerate License Agreement

On April 27, 2021, Psyber entered into a license arrangement with Accelerate Technologies Pte. Ltd. (“Accelerate”), whereby Accelerate grants Psyber non-exclusive rights to license and use the technology to commercialize of Psyber’s BCI-enabled companion digital therapeutics in United States of America, Singapore, Member Countries of the European Union, Canada, Australia and New Zealand as a potential treatment for mental health and behavior change, such as substance use disorders including opioid use disorder, mood and anxiety disorders including post-traumatic stress disorder, and treatment-resistant depression.

During the years ended December 31, 2022 and 2021, Psyber made no material payments pursuant to the Accelerate License agreement.

Dalriada License Agreement

On December 10, 2021, Invyxis, Inc. ("Invyxis"), a wholly owned subsidiary of the Company, entered into an exclusive services and license agreement (the "Invyxis ESLA") with Dalriada Drug Discovery Inc. ("Dalriada"). Under the Invyxis ESLA, Dalriada is to exclusively collaborate with Invyxis to develop products, services and processes with the specific purpose of generating products consisting of new chemical entities. Invyxis will pay Dalriada up to $12.8 million in service fees for research and support services. In addition, Invyxis will pay Dalriada success milestone payments and low single digit royalty payments based on net product sales. Invyxis has the right, but not the obligation, to settle future royalty payments based on net product sales with the Company's common stock. Invyxis and Dalriada will determine the equity settlement based on a price per share determined by both parties.

In December 2022, the Company executed an amendment to the Invyxis ESLA, which reduced the upfront deposit from $1.1 million to $0.5 million. As such, the remaining $0.6 million was applied against research and development expense incurred. The Company will expense the remaining deposit as the services are performed as a component of research and development expense in the consolidated statements of operations. During the year ended December 31, 2022, the Company recorded $2.8 million as research and development expense. The Company did not record a material amount of research & development expense for the year ended December 31, 2021. During the years ended December 31, 2022 and 2021, Invyxis made no other service fee payments to Dalriada.

Related Party Transactions

12 Months Ended

Dec. 31, 2022

Related Party Transactions

17. Related Party Transactions

atai Formation

In connection with the formation of atai in 2018, the Company entered into a series of transactions with its shareholders, Apeiron, Galaxy Group Investments LLC. (“Galaxy”) and HCS Beteiligungsgesellschaft mbH (“HCS”) whereby these shareholders contributed their investments in COMPASS, Innoplexus and Juvenescence to the Company in exchange for atai’s common stock of equivalent value. Apeiron is the family office of the Company’s founder who owns 19.7% and 18.0% of the outstanding common stock in the Company as of December 31, 2022 and December 31, 2021, respectively. Galaxy is a NYC-based multi-strategy investment firm that owns 6.5% and 6.7% of the outstanding common stock in the Company as of December 31, 2022 and December 31, 2021, respectively.

Convertible Note Agreements with Perception

In March 2020, Perception entered into the Perception Note Purchase Agreement with the Company and other investors, including related parties, which provided for the issuance of convertible notes of up to $3.9 million, among which Perception issued convertible notes in the aggregate principal amount of $3.3 million to the Company and $0.3 million to Sonia Weiss Pick and Family, and $0.3 million to other investors. In addition, in December 2020, Perception entered into the Perception December 2020 Convertible Note Agreement with the Company and other investors, including related parties, which provided for the issuance of convertible notes of up to $12.0 million in two tranches. Under the First Tranche Funding of $7.0 million, Perception issued an aggregate principal amount of $5.8 million to the Company and $0.4 million to other investors as of December 31, 2020 and $0.2 million to Apeiron, $0.5 million to Sonia Weiss Pick and Family, and $0.1 million to other investors in January 2021. Under the Second Tranche Funding of $5.0 million, Perception issued an aggregate of $4.2 million to the Company, $0.2 million to Apeiron, $0.3 million to Sonia Weiss Pick and Family, and $0.4 million to other investors.

On June 10, 2021, the Company received $20.0 million pursuant to the Otsuka Agreement. Upon receipt of the proceeds, the Perception Convertible Notes automatically converted into Series A preferred stock pursuant to their original terms. Sonia Weiss Pick and Family and Aperion received 440,415 shares and 27,809 shares of Perception Series A preferred stock, respectively, upon conversion of the Perception Convertible Notes. The conversion of the Perception December 2020 Notes was accounted for an extinguishment. The March 2020 Notes were accounted for as a conversion. These transactions are further described in Note 10.

Common Stock

Since 2018, the Company engaged SMC as the underwriting bank to provide banking, advisory services and securities-related technical support of cash and non-cash capital increase transactions. In connection with the issuance of common stock in November 2020, the Company paid SMC an aggregate amount of $4.5 million of advisory fees, of which approximately $3.7 million was paid to Apeiron by SMC during the first quarter of 2021.

In January 2021, pursuant to an additional closing from the common stock issuance in November and December 2020, the Company issued and sold 2,133,328 shares of common stock to Apeiron at the same issuance price, for cash proceeds of $12.2 million. In March 2021, in connection with the Company’s issuance of 13,419,360 shares of common stock, at a price of €9.69 or $11.71 per share, the Company issued common shares to Apeiron for a total purchase price of $14.5 million, and issued common shares to Presight II, L.P. for a total purchase price of $13.9 million (See Note 11 ). Apeiron is the co-managing member of the general partner of Presight II, L.P.

Directed Share Program

In connection with atai's initial public offering, the underwriters reserved 27% of the common shares for sale at the initial offering price to the Company's managing directors, supervisory directors and certain other parties. Apeiron participated in the program and purchased $10.5 million of common stock

Consulting Agreement with Mr. Angermayer

In January 2021, the Company entered into a consulting agreement, (the “Consulting Agreement”), with Mr. Angermayer, one of the Company’s co-founders and supervisory director. Apeiron is the family office and merchant banking business of Mr. Angermayer. Pursuant to the Consulting Agreement, Mr. Angermayer agreed to render services to the Company on business and financing strategies in exchange for 624,000 shares under the 2020 Incentive Plan upon achievement of certain performance targets. The Consulting Agreement expires on March 31, 2024.

As a result of the Consulting Agreement, for the years ended December 31 2022, and 2021, the Company recorded $0.7 million and $0.6 million, respectively, of stock-based compensation included in general and administrative expense in its consolidated statement of operations.

For the year ended December 31, 2022, the Company recorded $0.6 million of stock-based compensation included in general and administrative expense in its consolidated statement of operations related to Mr. Angermayer's service as Chairman of the supervisory board. For the year ended December 31, 2021, the Company recorded an immaterial amount of general and administrative expense in its consolidated statement of operations related to Mr. Angermayer's service as Chairman of the supervisory board.

Defined Contribution Plan

12 Months Ended

Dec. 31, 2022

Retirement Benefits [Abstract]

Defined Contribution Plan

18. Defined Contribution Plan

The Company has a defined contribution retirement savings plan under Section 401(k) of the Internal Revenue Code. This plan allows eligible employees to defer a portion of their annual compensation. Employees may make contributions by having the Company withhold a percentage of their salary up to the Internal Revenue Service annual limit. The Company recognized $0.5 million of related compensation expense for the year ended December 31, 2022. The Company recognized an immaterial amount of compensation expense for the year ended December 31, 2021.

Subsequent Events

12 Months Ended

Dec. 31, 2022

Subsequent Events [Abstract]

Subsequent Events

19. Subsequent Events

Loan to IntelGenx

In January 2023, the Company loaned IntelGenx $3.0 million pursuant to the IntelGenx Loan Agreement. See Note 6 for additional discussion.

Reorganization

In February 2023, the Company announced a plan to simplify its organizational design, which included a reduction in force of approximately 30% of the Company’s global workforce. The reduction in force is expected to be substantially completed by March 31, 2023.

Lease Commencement

In February 2023, the Company commenced a new lease in Berlin, Germany. This lease will require monthly lease payments over the five year term of approximately $1.8 million.

Hercules Term Loan Amendment

In March 2023, the Company executed an amendment to the Hercules Loan Agreement. Pursuant to the amendment, the Tranche 1B Expiration Date is May 1, 2023.

Basis of Presentation and Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Basis of Presentation

Use of Estimates

Risks and Uncertainties

Concentrations of Credit Risk

Segments

Cash and Cash Equivalents

Investment Securities Portfolio

The following table sets forth the fair value of atai's available-for-sale securities portfolio at the dates indicated:


	Fair Value
	December 31, 2022		December 31, 2021
Money Market Funds	$	72,334	$	—
Commercial Paper		5,958		—
Corporate Notes/Bonds		17,719		—
U.S. Government Agencies		58,819		—
	$	154,830	$	—

Property and Equipment


Furniture and fixtures		7 years
Leasehold improvements		Lesser of estimated useful life or remaining lease term

Variable Interest Entities and Voting Interest Entities

Acquisitions

Equity Method Investments

Fair Value Option

The Company has also elected the fair value option for its investment securities portfolio.

Other Investments

Notes Receivable

Contingent Consideration Liability-Related Parties

Contingent Consideration Liability—Related Parties

Convertible Promissory Notes

Convertible Promissory Notes The Company does not use derivative instruments to hedge exposures to interest rate, market, or foreign currency risks. The Company evaluates all of its financial instruments, including convertible promissory notes, to determine if such instruments contain features that meet the definition of embedded derivatives. Embedded derivatives must be separately measured from the host contract if all the requirements for bifurcation are met. The assessment of the conditions surrounding the bifurcation of embedded derivatives depends on the nature of the host contract. Bifurcated embedded derivatives are recognized at fair value, with changes in fair value recognized in the consolidated statements of operations at each reporting period. Bifurcated embedded derivatives are classified with the related host contract in the Company’s consolidated balance sheets. On March 16, 2020, Perception entered into a convertible promissory note agreement with the Company and other investors, including related parties, which provided for the issuance of convertible notes of $3.3 million to the Company and $0.6 million to other investors. On December 1, 2020, Perception entered into an additional convertible promissory note agreement with the Company and other investors, including related parties, which provided for the issuance of convertible notes of up to $12.0 million to the Company in aggregate of which (i) $6.2 million and $0.8 million were issued in December 2020 and January 2021, respectively, under the First Tranche Funding and (ii) $5.0 million was issued under the Second Tranche Funding in May 2021 (See Note 10). The Perception convertible promissory notes issued to the Company represent intercompany debt and are eliminated upon consolidation. In addition, the Perception convertible promissory notes contain certain embedded features, which are redemption features and meet the definition of derivative instruments. The Company classifies these instruments as a liability on its consolidated balance sheets as the redemption features involve substantial discounts, provide for the accelerated repayment of the notes upon the occurrence of specified events, and are not clearly and closely related to its host instrument. The derivative liability was initially recorded at fair value upon issuance of the convertible promissory notes and is subsequently remeasured to fair value at each reporting date. Both the Perception convertible promissory notes and the derivative liability were classified as long-term and presented as convertible promissory notes and derivative liability in the Company’s consolidated balance sheets. Changes in the fair value of the derivative liability are recognized as a component of other income (expense), net in the consolidated statements of operations. Changes in the fair value of the derivative liability were recognized until the convertible promissory notes converted in June 2021. As such, the derivative liability balance is $0 as of December 31, 2022 and December 31, 2021, respectively.

Debt Issuance Costs and Debt Discount

Research and Development Costs

Contingencies

Licenses of Intellectual Property

Stock-Based Compensation

Noncontrolling Interests

Redeemable Noncontrolling Interests

Income Taxes

Fair Value Measurements

Level 1—Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date;

Foreign Currency

Emerging Growth Company Status

Recently Adopted Accounting Pronouncements

The Company adopted the new standard on January 1, 2022 using the modified transition approach as of the effective date.

Recently Issued Accounting Pronouncements Not Yet Adopted

Basis of Presentation and Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Schedule of fair value of our available-for-sale debt securities portfolio

The following table sets forth the fair value of atai's available-for-sale securities portfolio at the dates indicated:


	Fair Value
	December 31, 2022		December 31, 2021
Money Market Funds	$	72,334	$	—
Commercial Paper		5,958		—
Corporate Notes/Bonds		17,719		—
U.S. Government Agencies		58,819		—
	$	154,830	$	—

Schedule of range of estimated useful lives used for property and equipment

The following table provides the range of estimated useful lives used for each asset type:


Furniture and fixtures		7 years
Leasehold improvements		Lesser of estimated useful life or remaining lease term

Variable Interest Entities and a Voting Interest Entity (Tables)

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Summary of Primary Beneficiary for VIEs Consolidated Under the VIE Model

As of December 31, 2022 and December 31, 2021, the Company has accounted for the following consolidated investments as VIEs, excluding the wholly owned subsidiaries:


Consolidated Entities	Relationship as of December 31, 2022		Relationship as of December 31, 2021	Date Control Obtained	Ownership % December 31, 2022	Ownership % December 31, 2021
Perception Neuroscience Holdings, Inc.	Controlled VIE		Controlled VIE	November 2018	58.9%	58.9%
Kures, Inc.	Controlled VIE		Controlled VIE	August 2019	64.5%	54.1%
EntheogeniX Biosciences, Inc.	Controlled VIE		Controlled VIE	November 2019	80.0%	80.0%
DemeRx IB, Inc.	Controlled VIE		Controlled VIE	December 2019	59.5%	59.5%
Recognify Life Sciences, Inc.	Controlled VIE		Controlled VIE	November 2020	51.9%	51.9%
PsyProtix, Inc.	Controlled VIE		Controlled VIE	February 2021	75.0%	75.0%
Psyber, Inc.	Controlled VIE		Controlled VIE	February 2021	75.0%	75.0%
InnarisBio, Inc.	Controlled VIE		Controlled VIE	March 2021	82.0%	82.0%
Neuronasal, Inc.	—	(1)	Controlled VIE	May 2021	—	56.5%
TryptageniX Inc.	Controlled VIE		Controlled VIE	December 2021	65.0%	65.0%

(1) As discussed in Note 3, the Company deconsolidated Neuronsal, Inc. in November 2022.

Summary of the Assets and Liabilities for all Consolidated VIEs

The following table presents the assets and liabilities (excluding intercompany balances that were eliminated in consolidation) for all VIEs as of December 31, 2022 (in thousands):


	Perception		Kures		EntheogeniX		DemeRx IB		Recognify		PsyProtix		Psyber		InnarisBio		TryptageniX
Assets:
Current assets:
Cash	$	8,703	$	220	$	467	$	12,251	$	7,526	$	1	$	683	$	719	$	513
Accounts receivable		197		—		—		—		—		—		—		—		—
Prepaid expenses and other current assets		466		174		91		21		1,742		66		—		13		2,850
Total current assets		9,366		394		558		12,272		9,268		67		683		732		3,363
Long term notes receivable		—		—		—		1,075		—		109		—		—		—
Other assets		—		—		—		—		—		—		353		—		—
Total assets	$	9,366	$	394	$	558	$	13,347	$	9,268	$	176	$	1,036	$	732	$	3,363
Liabilities:
Current liabilities:
Accounts payable	$	661	$	25	$	124	$	332	$	381	$	33	$	10	$	3	$	—
Accrued liabilities		1,738		266		121		671		596		46		37		158		154
Other current liabilities		121		2		—		133		2		1		1		1		—
Total current liabilities		2,520		293		245		1,136		979		80		48		162		154
Total liabilities	$	2,520	$	293	$	245	$	1,136	$	979	$	80	$	48	$	162	$	154

The following table presents the assets and liabilities (excluding intercompany balances that were eliminated in consolidation) for all consolidated VIEs as of December 31, 2021 (in thousands):


	Perception		Kures		EntheogeniX		DemeRx IB		Recognify		PsyProtix		Psyber		InnarisBio		Neuronasal		TryptageniX
Assets:
Current assets:
Cash	$	23,099	$	1,048	$	198	$	8,511	$	2,519	$	512	$	542	$	1,487	$	95	$	2,000
Unbilled receivable		64		—		—		—		—		—		—		—		—		—
Prepaid expenses and other current assets		1,138		104		—		70		4		1		—		62		207		—
Total current assets		24,301		1,152		198		8,581		2,523		513		542		1,549		302		2,000
Property and equipment, net		1		—		—		—		—		—		—		—		—		—
Long term notes receivable		—		—		—		1,075		—		104		—		—		—		—
Other assets		—		—		—		—		—		—		99		—		—		—
Total assets	$	24,302	$	1,152	$	198	$	9,656	$	2,523	$	617	$	641	$	1,549	$	302	$	2,000
Liabilities:
Current liabilities:
Accounts payable	$	598	$	235	$	53	$	439	$	29	$	51	$	15	$	—	$	326	$	—
Accrued liabilities		887		120		9		180		44		50		63		10		749		—
Current portion of contingent consideration liability - related parties		51		—		—		—		—		—		—		—		—		—
Deferred revenue		12		—		—		—		—		—		—		—		—		—
Short-term notes payable		—		—		—		—		—		—		—		—		38		—
Total current liabilities		1,548		355		62		619		73		101		78		10		1,113		—
Contingent consideration liability		1,489		—		—		—		—		—		—		93		—		850
Other non-current liabilities		—		—		—		—		—		—		—		—		336		820
Total liabilities	$	3,037	$	355	$	62	$	619	$	73	$	101	$	78	$	103	$	1,449	$	1,670

Schedule of Non Controlling Interest Recognized to Its Consolidated VIEs Roll Forward

The Company recognizes noncontrolling interests related to its consolidated VIEs and provides a rollforward of the noncontrolling interests balance, as follows (in thousands):


	Perception			Recognify			Psyber			InnarisBio			Neuronasal			TryptageniX			Total
Balance as of December 31, 2020	$	—		$	4,546		$	—		$	—		$	—		$	—		$	4,546
Issuance of noncontrolling interests		3,258			—			8			877			392			3,876			8,411
Net income (loss) attributable to noncontrolling interests - common		—			—			(8	)		(877	)		(392	)		(3,876	)		(5,153	)
Net income (loss) attributable to noncontrolling interests - preferred		1,998			(727	)		—			—			—			—			1,271
Comprehensive loss attributable to noncontrolling interests		(24	)		—			—			—			—			—			(24	)
Balance as of December 31, 2021	$	5,232		$	3,819		$	—		$	—		$	—		$	—		$	9,051


	Perception			Kures			Recognify			Total
Balance as of December 31, 2021	$	5,232		$	—		$	3,819		$	9,051
Issuance of noncontrolling interests		—			957			—			957
Net loss attributable to noncontrolling interests - preferred		(3,551	)		(149	)		(975	)		(4,675	)
Net loss attributable to noncontrolling interests - common		—			(357	)		—			(357	)
Comprehensive income attributable to noncontrolling interests		50			—			—			50
Balance as of December 31, 2022	$	1,731		$	451		$	2,844		$	5,026

Schedule of Roll Forward of the Redeemable Noncontrolling Interests Balance

The following table provides a rollforward of the redeemable noncontrolling interests balance activity (in thousands):


	Neuronasal			Total
Balance as of December 31, 2020	$	—		$	—
Issuance of redeemable noncontrolling interests		2,555			2,555
Net loss attributable to redeemable noncontrolling interests - common		(2,555	)		(2,555	)
Balance as of December 31, 2021	$	—		$	—

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

Equity Method Investments and Other Investments (Tables)

12 Months Ended

Dec. 31, 2022

Equity Method Investments and Joint Ventures [Abstract]

Equity Method Investments

As of December 31, 2022 and December 31, 2021, the Company accounted for the following investments in the investee’s common stock under the equity method (amounts in thousands):


		As of December 31, 2022				As of December 31, 2021
	Date First	Common Stock		Carrying		Common Stock		Carrying
Investee	Acquired	Ownership %		Value		Ownership %		Value
Innoplexus A.G.	August 2018	35.0%		$	—	35.0%		$	—
COMPASS Pathways plc	December 2018	22.4%			—	22.8%			16,131
GABA Therapeutics, Inc	November 2020	7.5%	(1)		—	7.5%	(1)		—
Total				$	—			$	16,131

Investment

As of December 31, 2022 and December 31, 2021, the carrying values of other investments, which consisted of investments in the investee’s preferred stock and common stock not in the scope of ASC 323 were as follows (in thousands):


	December 31,		December 31,
	2022		2021
GABA Therapeutics, Inc.	$	5,387	$	10,260
DemeRx NB, Inc.		1,024		1,024
Juvenescence Limited		344		344
Total	$	6,755	$	11,628

Schedule Of Equity Method Investment Summarized Balance Sheet

The following is a summary of financial data for investments accounted for under the equity method of accounting (in thousands):

Balance Sheets


	December 31, 2022
	COMPASS		GABA
Current assets	$	191,651	$	3,933
Non-current assets		5,643		—
Total assets	$	197,294	$	3,933

Current liabilities	$	15,596	$	1,542
Non-current liabilities		418		—
Total liabilities	$	16,014	$	1,542


	December 31, 2021
	COMPASS		GABA
Current assets	$	295,300	$	7,673
Non-current assets		5,598		—
Total assets	$	300,898	$	7,673

Current liabilities	$	15,107	$	199
Non-current liabilities		1,379		—
Total liabilities	$	16,486	$	199

Shedule Of Equity Method Investment Summarized Statement Of Operations

Statements of operations


	Year Ended December 31, 2022
	COMPASS			GABA
Revenue	$	—		$	—
Loss from continuing operations	$	(110,403	)	$	(5,867	)
Net loss	$	(91,505	)	$	(5,867	)

	Year Ended December 31, 2021
	COMPASS			Neuronasal(1)			GABA
Revenue	$	—		$	—		$	—
Loss from continuing operations	$	(83,221	)	$	(985	)	$	(4,216	)
Net loss	$	(71,742	)	$	(985	)	$	(4,216	)

(1)

Results from operations for Neuronasal are through May 17, 2021 at which point the entity is consolidated.

Fair Value Measurement (Tables)

12 Months Ended

Dec. 31, 2022

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Summary of Fair Value Measurement on Recurring Basis


	Fair Value Measurements as of
	As of December 31, 2022
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents:
Cash & Money market funds	$	72,334	$	—	$	—	$	72,334
Investment in securities at fair value:
U.S. Treasuries		—		—		—		—
Commercial Paper		—		5,958		—		5,958
Corporate Notes/Bonds		—		17,719		—		17,719
U.S. Government Agencies		—		58,819		—		58,819
Other investment at fair value		—		—		—		—
	$	72,334	$	82,496	$	—	$	154,830
Liabilities:
Contingent consideration liability - related parties	$	—	$	—		953	$	953
Warrant Liability		—		—		—		—
	$	—	$	—	$	953	$	953


	Fair Value Measurements as of
	December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents:
Cash & Money market funds	$	271,856	$	—	$	—	$	271,856
Investment in securities at fair value:
U.S. Treasuries		—		—		—		—
Commercial Paper		—		—		—		—
Corporate Notes/Bonds		—		—		—		—
U.S. Government Agencies		—		—		—		—
Other investment at fair value		—		—		—		—
	$	271,856	$	—	$	—	$	271,856
Liabilities:
Contingent consideration liability - related parties	$	—	$	—	$	2,483	$	2,483
Warrant liability		—		—		336		336
	$	—	$	—	$	2,819	$	2,819

Summary of Fair Value Measurement Inputs and Valuation Techniques

The fair value of the Perception contingent consideration liability - related parties was calculated using the following significant unobservable inputs:


		December 31, 2022	December 31, 2021

Valuation Technique	Significant Unobservable Inputs	Input Range	Input Range
Discounted cash flow	Milestone contingent consideration:
	Discount rate	13.1%	11.4%
	Probability of the milestone	10.0% - 21.0%	51.9%
Discounted cash flow with SBM	Royalty contingent consideration:
	Discount rate for royalties	20.0% - 21.1%	19.2% - 20.1%
	Discount rate for royalties on milestones	12.3% - 13.4%	10.9% - 11.8%
	Probability of success rate	10.1% - 21.0%	26.5% to 100.0%

Summary of Fair Value Measurement on Recurring Basis, Unobservable Input Reconciliation


	Contingent Consideration Liability - Related Parties			Warrant Liability
Balance as of December 31, 2021	$	2,483		$	336
Change in fair value		(1,480	)		(336	)
Extinguishment of liability		(50	)		—
Balance as of December 31, 2022	$	953		$	—

Initial Warrants [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Summary of Fair Value Measurement Inputs and Valuation Techniques

The following table summarizes significant unobservable inputs that are included in the valuation of the Initial Warrants as of December 31, 2022 and 2021:


	December 31, 2022			December 31, 2021
Value of Underlying	$	0.19		$	0.34
Expected Volatility		100	%		105	%

Warrant [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Summary of Fair Value Measurement Inputs and Valuation Techniques

The following table summarizes significant unobservable inputs that are included in the valuation of the warrant lability as of December 31, 2021:


	December 31, 2021
Stock Price	$	50.56
Expected Volatility		100	%

Additional Warrants [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Summary of Fair Value Measurement Inputs and Valuation Techniques

The following table summarizes significant unobservable inputs that are included in the valuation of the Additional Units Warrant as of December 31, 2022 and 2021:


	December 31, 2022			December 31, 2021
Value of Underlying	$	0.19		$	0.34
Expected Volatility		100	%		105	%

- Definition

Tabular disclosure of financial instruments measured at fair value, including those classified in shareholders' equity measured on a recurring or nonrecurring basis. Disclosures include, but are not limited to, fair value measurements recorded and the reasons for the measurements, level within the fair value hierarchy in which the fair value measurements are categorized and transfers between levels 1 and 2. Nonrecurring fair value measurements are those that are required or permitted in the statement of financial position in particular circumstances.

+ References + Details

Prepaid Expenses and Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2022

Prepaid Expense and Other Assets, Current [Abstract]

Summary of prepaid expenses and other current assets

Prepaid expenses consist of the following (in thousands):


	December 31, 2022		December 31, 2021
Prepaid research and development related expenses	$	4,626	$	2,692
Tax receivables		5,631		5,406
Prepaid insurance		2,034		3,049
Other		1,745		756
Total	$	14,036	$	11,903

Accrued Liabilities (Tables)

12 Months Ended

Dec. 31, 2022

Accrued Liabilities, Current [Abstract]

Summary of accrued liabilities

Accrued liabilities consist of the following (in thousands):


	December 31, 2022		December 31, 2021
Accrued accounting, legal, and other professional fees	$	3,566	$	2,667
Taxes payable		2,224		8,137
Accrued external research and development expenses		5,550		861
Accrued payroll		5,260		2,832
Accrued advisory fees		—		169
Other liabilities		706		163
Total	$	17,306	$	14,829

Debt (Tables)

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Summary of convertible promissory notes

Convertible promissory notes—related parties, net of discounts and deferred issuance costs, consisted of the following (in thousands):


	December 31, 2022		December 31, 2021
Convertible notes issued in November 2018		—	$	125
Convertible notes issued in October 2020		415		623
Unamortized discount and deferred issuance costs		—		(5	)
Total	$	415	$	743

Schedule Of Outstanding debt obligations

Outstanding debt obligations are as follows (in thousands):



	December 31, 2022
Principal amount	$	15,000
End of the term charge		1,042
Less: unamortized issuance discount		(274	)
Less: unamortized issuance costs		(113	)
Less: unamortized end of term charge		(952	)
Net carrying amount		14,702
Less: current maturities		-
Long-term debt, net of current maturities and unamortized debt discount and issuance costs	$	14,702

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Summary of Share-based Payment Arrangement, Option, Activity

The following is a summary of stock option activity from December 31, 2021 to December 31, 2022:


	Number of Options				Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)		Aggregate Intrinsic Value
Outstanding as of December 31, 2021		26,687,620			$	6.85		4.85	$	74,525
Granted		13,186,659		(1)		4.93		—		—
Exercised		(938,913	)			2.47		—		—
Cancelled or forfeited		(4,054,762	)			9.15		—		—
Outstanding as of December 31, 2022		34,880,604		(2)	$	5.98		5.71	$	10,647
Options exercisable as of December 31, 2022		16,006,889			$	4.99		3.51	$	10,510

(1)

(2)

Summary of Employee Stock Ownership Plan (ESOP) Disclosures

The following is a summary of stock option activity from December 31, 2021 to December 31, 2022:


	Number of Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)		Aggregate Intrinsic Value
Outstanding as of December 31, 2021		7,046,496			6.64		14.01	$	6,961
Granted		—			—		—		—
Exercised		—			—		—		—
Cancelled or forfeited		(124,667	)		6.63		—		—
Outstanding as of December 31, 2022		6,921,829		$	6.64		13.01	$	—
Options exercisable as of December 31, 2022		5,983,060		$	6.64		13.01

Share-based Payment Arrangement, Expensed and Capitalized, Amount


	Year Ended December 31, 2022
	atai ESOP		atai HSOP		Other Subsidiaries Equity Plan		Total
Research and development	$	15,797	$	—	$	527	$	16,324
General and administrative		21,333		4,551		167	$	26,051
Total share based compensation expense	$	37,130	$	4,551	$	694	$	42,375


	Year Ended December 31, 2021
	atai ESOP		atai HSOP		Other Subsidiaries Equity Plan		Total
Research and development	$	18,676	$	—	$	662	$	19,339
General and administrative		22,667		21,102		255	$	44,023
Total share based compensation expense	$	41,343	$	21,102	$	917	$	63,362

Two Thousand And Twenty Incentive Plan [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions


	Years Ended December 31,
	2022		2021
Weighted average expected term in years		5.89		4.16
Weighted average expected stock price volatility	71.7%		80.0%
Risk-free interest rate	1.46% - 4.31%		(0.76)%-1.33%
Expected dividend yield	0%		0%

HSOP Plan [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions


		Year Ended December 31,
		2021
Weighted average expected term in years		8.00
Weighted average expected stock price volatility		70.0%
Risk-free interest rate		(0.70)%-(0.65)%
Expected dividend yield		0%

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of Income before Income Tax, German and Overseas

The component of German and overseas income (loss) from continuing operations before income taxes is as follows (in thousands):


	Year Ended December 31,

	2022			2021
Germany	$	(55,845	)	$	(89,061	)
International		(79,337	)		(47,540	)
Total loss before income taxes and loss from equity method investments	$	(135,182	)	$	(136,601	)

Schedule of Components of Income Tax Provision (Benefit)

The tax provision (benefits) for income taxes consists of the following (in thousands):


	Year Ended December 31,
	2022		2021
Current income tax provision (benefit):
Germany	$	—	$	—
International		1,155		1,117
Total current income tax provision:	$	1,155	$	1,117
Deferred income tax provision (benefit):
Germany	$	—	$	—
International		5,074		(5,106	)
Total deferred income tax provision:		5,074		(5,106	)
Total income tax provision:	$	6,229	$	(3,989	)

Schedule of Effective Income Tax Rate Reconciliation

A reconciliation of the statutory income tax rate to the Company’s effective income tax rate for continuing operations is as follows (in thousands):


	Year Ended December 31,
	2022			2021
Loss before income taxes:
Germany	$	(55,845	)	$	(89,061	)
International		(79,337	)		(47,540	)
Total loss before income taxes:		(135,182	)		(136,601	)
German statutory rate		30.18	%		30.18	%
Expected income tax expense (benefit)		(40,791	)		(41,220	)
US state income taxes, net of US federal tax benefit	$	(6,509	)	$	132
International tax rate differential		7,276			4,222
IPR&D charges and acquisition adjustments		—			3,251
Effect of Australian R&D tax credit incentives		(338	)		(3	)
Fair value adjustments		(109	)		2,934
Effect of consolidation and deconsolidation of subsidiaries		(1,394	)		—
Effect of statutory to US GAAP accounting adjustments		98			(10,409	)
Compensation Expenses not deductible under IRC Section 162(m)		411			1,690
Expenses not deductible for tax purposes		(324	)		612
Effect of share-based compensation expense		216			192
Other		758			(657	)
Change in German and International valuation allowance		46,935			35,267
Total income tax expense	$	6,229		$	(3,989	)
Effective income tax rate:		-4.61	%		2.92	%

Schedule of components of deferred tax assets and deferred tax liabilities

Significant components of deferred tax assets and deferred tax liabilities consisted of the following (in thousands):


	Year Ended December 31,
	2022			2021
Deferred tax assets:
German tax loss carryforward	$	45,560		$	31,149
International tax loss carryforward		10,585			8,618
Fixed and Intangible assets		-			66
Share compensation		31,078			17,231
Capitalized research and experimentation expenses		11,975			-
Other deductible timing differences		1,864			829
Total deferred tax assets, gross		101,062			57,893
Valuation allowance		(95,678	)		(49,442	)
Total deferred tax assets, net	$	5,384		$	8,451
Deferred tax liabilities:
Fixed and intangible assets	$	(908	)	$	(17	)
Unrealized foreign exchange	$	(4,472	)	$	(3,326	)
Outside basis differences in equity and other investments		(4	)		(2	)
Total deferred tax liabilities		(5,384	)		(3,345	)
Total deferred tax asset	$	—		$	5,106

Schedule of gross tax loss carryforward for tax return purpose

The Company’s gross tax loss carryforward for tax return purposes are as follows (in thousands):


	Year Ended December 31,
	2022		2021
Germany tax losses	$	150,991	$	103,232
International tax losses		41,908		31,875
Total	$	192,899	$	135,107

Net Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Schedule of Basis and Diluted Net Loss Per Share Attributable to ATAI Stockholders

Basic and diluted net loss per share attributable to atai stockholders were calculated as follows (in thousands, except share and per share data):


	Years Ended December 31,
	2022			2021
Numerator:
Net loss	$	(157,417	)	$	(174,244	)
Net loss attributable to redeemable noncontrolling interests and noncontrolling interests		(5,032	)		(6,436	)
Net loss attributable to ATAI Life Sciences N.V. shareholders - basic and diluted	$	(152,385	)	$	(167,808	)
Denominator:
Weighted average common shares outstanding attributable to ATAI Life Sciences N.V. Stockholders - basic and diluted		155,719,585			138,265,859
Net loss per share attributable to ATAI Life Sciences N.V. shareholders - basic and diluted	$	(0.98	)	$	(1.21	)

Schedule of Computation of Diluted net Income (Loss) Per Share Attributable to Common Shareholders

Potentially dilutive securities to the Company’s common shares:


	As of December 31,
	2022		2021
Options to purchase common stock		34,880,604		26,687,820
HSOP options to purchase common stock		6,921,829		7,179,248
2018 Convertible Promissory Notes - Related Parties (Note 10)		6,201,824		10,521,824
		48,004,257		44,388,892

Organization and Description of Business - Additional Information (Detail) $ / shares in Units, $ in Thousands			2 Months Ended	12 Months Ended
	Jun. 22, 2021 USD ($) $ / shares shares	Jun. 07, 2021 € / shares	Dec. 31, 2020 USD ($)	Dec. 31, 2021 € / shares	Dec. 31, 2022 € / shares	Dec. 31, 2022 USD ($) $ / shares	Dec. 31, 2021 USD ($) $ / shares	Dec. 31, 2020 € / shares	Dec. 31, 2020 $ / shares
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Common stock, Conversion basis		1.6 to one		1 to 10 basis
Common Stock, Par or Stated Value Per Share \| (per share)		€ 0.10		€ 0.10	€ 0.10	$ 0.12	$ 0.12
Sale of stock issue price per share \| (per share)								€ 4.69	$ 5.56
Proceeds from initial public offering			$ 77,200
Cash and cash equivalents						$ 190,613	$ 362,266
Short-term notes payable						82,500
Accumulated deficit						$ (510,188)	$ (357,803)
IPO [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Issuance of common shares, net of issuance costs ,Shares \| shares	17,250,000
Sale of stock issue price per share \| $ / shares	$ 15.00
Proceeds from initial public offering	$ 231,600
Underwriting discount	18,100
Other offering costs	$ 9,000
Over-Allotment Option [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Exercised \| shares	2,250,000

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	May 31, 2021	Jan. 31, 2021	Dec. 31, 2020	Dec. 01, 2020	Mar. 16, 2020
Accounting Policies [Line Items]
Noncontrolling Interest, Ownership Percentage	100.00%
Stockholders' Equity	$ 265,766,000	$ 385,959,000			$ 95,368,000
Carrying amount of convertible promissory note	0	0
Debt Instrument, Face Amount	15,000,000
Fair Value, Net Asset (Liability)	0	0
Impairment loss recognized	0
Operating lease right-of-use asset	$ 200,000
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Other Assets, Noncurrent
Current operating lease liability	$ 100,000
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Other Liabilities, Current
Long-term operating lease liability	$ 100,000
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other Liabilities, Noncurrent
Perception December 2020 Convertible Note Agreement [Member]
Accounting Policies [Line Items]
Debt Instrument, Face Amount						$ 12,000,000.0
First Tranche Funding [Member] \| Perception December 2020 Convertible Note Agreement [Member]
Accounting Policies [Line Items]
Debt Instrument, Face Amount				$ 800,000	$ 6,200,000	$ 7,000,000.0
Second Tranche Funding [Member]
Accounting Policies [Line Items]
Debt Instrument, Face Amount			$ 5,000,000.0
Convertible Notes Receivable [Member]
Accounting Policies [Line Items]
Investments by other investor							$ 600,000
Debt Instrument, Face Amount							$ 3,300,000
2018 Convertible Notes [Member]
Accounting Policies [Line Items]
Carrying amount of convertible promissory note	$ 400,000	800,000
Fair value amount of convertible promissory note	13,100,000	$ 69,700,000
Minimum [Member]
Accounting Policies [Line Items]
Adjustment to accumulated deficit	$ 500,000
Minimum [Member] \| VOE Model [Member]
Accounting Policies [Line Items]
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage	50.00%
Maximum [Member]
Accounting Policies [Line Items]
Adjustment to accumulated deficit	$ 800,000

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of fair value of our available-for-sale debt securities portfolio (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Accounting Policies [Line Items]
Fair value of available-for-sale debt securities	$ 154,830	$ 0
Money Market Funds [Member]
Accounting Policies [Line Items]
Fair value of available-for-sale debt securities	72,334	0
Commercial Paper [Member]
Accounting Policies [Line Items]
Fair value of available-for-sale debt securities	5,958	0
Corporate Bond Securities [Member]
Accounting Policies [Line Items]
Fair value of available-for-sale debt securities	17,719	0
US Government Agencies [Member]
Accounting Policies [Line Items]
Fair value of available-for-sale debt securities	$ 58,819	$ 0

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of range of estimated useful lives used for property and equipment (Detail)	12 Months Ended
	Dec. 31, 2022
Furniture and Fixtures [Member]
Property and Equipment [Line Items]
Property and equipment, useful life	7 years
Leasehold Improvements [Member]
Property and Equipment [Line Items]
Property and equipment, useful life	Lesser of estimated useful life or remaining lease term

Acquisitions - Additional Information (Detail) - USD ($)				1 Months Ended			12 Months Ended
	Dec. 03, 2021	May 17, 2021	Mar. 10, 2021	Nov. 30, 2022	Oct. 31, 2021	Feb. 28, 2021	Dec. 31, 2022	Dec. 31, 2021	Nov. 17, 2021
Business Combinations [Line Items]
Long-term notes receivable—related parties						$ 100,000	$ 7,262,000	$ 3,835,000
Recognized gain							9,605,000	(796,000)
Research and Development in Process							357,000	15,480,000
PsyProtix Purchase Agreement [Member]
Business Combinations [Line Items]
Cash consideration, net of cash acquired						100,000
Estimated fair value of contingent consideration						$ 4,900,000
Number of days of voting and other rights of expiration date						10 days
Company's capital contribution threshold limit						$ 5,000,000.0
Loan received						$ 100,000
Interest rate						5.00%
Aggregate principal amount						$ 100,000
Gain or loss in connection with Business Combination								0
Business Combination, consideration paid								100,000
Business Combination, identifiable assets acquired								100,000
Business Combination, clinical milestones payment amount					$ 500,000
PsyProtix Purchase Agreement [Member] \| Series A Preferred Stock [Member]
Business Combinations [Line Items]
Business Combination, Preferred stock shares					$ 500,000
PsyProtix Purchase Agreement [Member] \| PsyProtix, Inc. [Member]
Business Combinations [Line Items]
Business Acquisition, Percentage of Voting Interests						75.00%
PsyProtix Purchase Agreement [Member] \| Chymia, LLC [Member]
Business Combinations [Line Items]
Business Acquisition, Percentage of Voting Interests						25.00%
Psyber Purchase Agreement [Member]
Business Combinations [Line Items]
Cash consideration, net of cash acquired						$ 200,000
Estimated fair value of contingent consideration						$ 1,800,000
Number of days of voting and other rights of expiration date						10 days
Company's capital contribution threshold limit						$ 2,000,000.0
Business Combination, consideration paid								200,000
Business Combination, identifiable assets acquired								200,000
Psyber Purchase Agreement [Member] \| Psyber, Inc. [Member]
Business Combinations [Line Items]
Business Acquisition, Percentage of Voting Interests						75.00%
Psyber Purchase Agreement [Member] \| Psyber, LLC [Member]
Business Combinations [Line Items]
Business Acquisition, Percentage of Voting Interests						25.00%
InnarisBio Purchase Agreement [Member]
Business Combinations [Line Items]
Cash consideration, net of cash acquired						$ 1,100,000
Estimated fair value of contingent consideration						$ 3,900,000
Number of days of voting and other rights of expiration date						10 days
Business Combination, consideration paid								1,100,000
Business Combination, identifiable assets acquired								2,000,000.0
Business Combination, fair value of the noncontrolling interest issued								900,000
Purchase consideration for the noncontrolling interest and recognized as a liability								100,000
Research and Development in Process								1,000,000.0
InnarisBio Purchase Agreement [Member] \| InnarisBio, Inc. [Member]
Business Combinations [Line Items]
Business Acquisition, Percentage of Voting Interests						82.00%
InnarisBio Purchase Agreement [Member] \| UniQuest, LLC [Member]
Business Combinations [Line Items]
Business Acquisition, Percentage of Voting Interests						18.00%
Neuronasal, Inc. [Member]
Business Combinations [Line Items]
Business Acquisition, Percentage of Voting Interests		56.50%
Gain or loss in connection with Business Combination								3,500,000
Business Combination, consideration paid								1,000,000.0
Business Combination, identifiable assets acquired		$ 8,300,000						3,000,000.0
Ownership %				56.50%
Impairment Of Loan Receivable							$ 900,000
Recognized gain				$ 1,500,000
Research and Development in Process								$ 8,000,000.0
Business Acquisition, Equity Interest Issued or Issuable, Value		800,000
Neuronasal, Inc. [Member] \| Series A Preferred Stock [Member]
Business Combinations [Line Items]
Business Combination, purchase of shares		$ 1,000,000.0	$ 800,000
Neuronasal, Inc. [Member] \| Common Stock [Member]
Business Combinations [Line Items]
Business Combination, purchase of shares			$ 300,000
TryptageniX, Inc [Member]
Business Combinations [Line Items]
Estimated fair value of contingent consideration	$ 900,000
Business Combination, consideration paid	1,000,000.0
Business Combination, identifiable assets acquired	6,500,000
Business Combination, fair value of the noncontrolling interest issued	3,900,000
Fair value of liability for seller financing	800,000
Business Combination, IPR&D asset	6,500,000
Exclusivity fee, Additional payment	1,000,000.0
Exclusivity fee, First Installment	2,000,000.0
Exclusivity fee, Remaining installment	$ 1,000,000.0
TryptageniX, Inc [Member] \| Common Class A [Member]
Business Combinations [Line Items]
Held in escrow									$ 2,000,000.0
TryptageniX, Inc [Member] \| TryptageniX-ATAI Stock Purchase Agreement [Member]
Business Combinations [Line Items]
Equity Method Investment, Ownership Percentage									65.00%
TryptageniX, Inc [Member] \| TryptageniX-ATAI Stock Purchase Agreement [Member] \| CBT holding [Member]
Business Combinations [Line Items]
Equity Method Investment, Ownership Percentage									35.00%

Variable Interest Entities and a Voting Interest Entity - Additional information (Detail) - USD ($) $ in Thousands	9 Months Ended		12 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2022	Dec. 31, 2021
Variable Interest Entity [Line Items]
Net loss attributable to redeemable noncontrolling interests			$ (5,032)	$ (6,436)
Variable Interest Entity, Reporting Entity Involvement, Maximum Loss Exposure, Amount			6,800	11,600
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure			7,200	3,800
Purchase of common stock	$ 2,200	$ 500
Redeemable noncontrolling interests in temporary equity			$ 0	$ 0
GABA Options [Member]
Variable Interest Entity [Line Items]
Equity method investment, ownership percentage			80.00%	80.00%
PsyProtix, Inc. [Member]
Variable Interest Entity [Line Items]
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage			75.00%	75.00%

Variable Interest Entities and a Voting Interest Entity - Summary of Primary Beneficiary for VIEs Consolidated Under the VIE Model (Detail)

12 Months Ended

Dec. 31, 2022

Dec. 31, 2021

Perception Neuroscience Holdings, Inc. [Member]

Variable Interest Entity [Line Items]

Relationship

Controlled VIE

Date Control Obtained

November 2018

Ownership %

58.90%

Kures, Inc. [Member]

Variable Interest Entity [Line Items]

Relationship

Controlled VIE

Date Control Obtained

August 2019

Ownership %

64.50%

54.10%

EntheogeniX Biosciences, Inc. [Member]

Variable Interest Entity [Line Items]

Relationship

Controlled VIE

Date Control Obtained

November 2019

Ownership %

80.00%

DemeRx IB, Inc. [Member]

Variable Interest Entity [Line Items]

Relationship

Controlled VIE

Date Control Obtained

December 2019

Ownership %

59.50%

Recognify Life Sciences, Inc. [Member]

Variable Interest Entity [Line Items]

Relationship

Controlled VIE

Date Control Obtained

November 2020

Ownership %

51.90%

PsyProtix, Inc. [Member]

Variable Interest Entity [Line Items]

Relationship

Controlled VIE

Date Control Obtained

February 2021

Ownership %

75.00%

Psyber, Inc. [Member]

Variable Interest Entity [Line Items]

Relationship

Controlled VIE

Date Control Obtained

February 2021

Ownership %

75.00%

InnarisBio, Inc. [Member]

Variable Interest Entity [Line Items]

Relationship

Controlled VIE

Date Control Obtained

March 2021

Ownership %

82.00%

Neuronasal, Inc. [Member]

Variable Interest Entity [Line Items]

Relationship

^[1]

Controlled VIE

Date Control Obtained

^[1]

May 2021

Ownership %

0.00%

56.50%

^[1]

TryptageniX Inc. [Member]

Variable Interest Entity [Line Items]

Relationship

Controlled VIE

Date Control Obtained

December 2021

Ownership %

65.00%

[1]	1) As discussed in Note 3, the Company deconsolidated Neuronsal, Inc. in November 2022

Variable Interest Entities and a Voting Interest Entity - Summary of the Assets and Liabilities for all Consolidated VIEs (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Prepaid expenses and other current assets	$ 14,036	$ 11,903
Total current assets	287,145	375,082
Property and equipment, net	928	149
Other assets	3,351	7,341
Total assets	305,441	414,166
Current liabilities:
Accounts payable	2,399	6,004
Accrued liabilities	17,306	14,829
Current portion of contingent consideration liability - related parties	0	51
Short-term notes payable	82,500
Other current liabilities	192	51
Total current liabilities	19,897	20,935
Contingent consideration liability	953	2,432
Other non-current liabilities	3,708	4,097
Total liabilities	39,675	28,207
Perception [Member]
Current assets:
Cash	8,703	23,099
Accounts Receivable	197
Unbilled receivable		64
Prepaid expenses and other current assets	466	1,138
Total current assets	9,366	24,301
Property and equipment, net		1
Long term notes receivable	0	0
Other assets	0	0
Total assets	9,366	24,302
Current liabilities:
Accounts payable	661	598
Accrued liabilities	1,738	887
Current portion of contingent consideration liability - related parties		51
Deferred revenue		12
Short-term notes payable		0
Other current liabilities	121
Total current liabilities	2,520	1,548
Contingent consideration liability		1,489
Other non-current liabilities		0
Total liabilities	2,520	3,037
Kures [Member]
Current assets:
Cash	220	1,048
Accounts Receivable	0
Unbilled receivable		0
Prepaid expenses and other current assets	174	104
Total current assets	394	1,152
Property and equipment, net		0
Long term notes receivable	0	0
Other assets	0	0
Total assets	394	1,152
Current liabilities:
Accounts payable	25	235
Accrued liabilities	266	120
Current portion of contingent consideration liability - related parties		0
Deferred revenue		0
Short-term notes payable		0
Other current liabilities	2
Total current liabilities	293	355
Contingent consideration liability		0
Other non-current liabilities		0
Total liabilities	293	355
EntheogeniX [Member]
Current assets:
Cash	467	198
Accounts Receivable	0
Unbilled receivable		0
Prepaid expenses and other current assets	91	0
Total current assets	558	198
Property and equipment, net		0
Long term notes receivable	0	0
Other assets	0	0
Total assets	558	198
Current liabilities:
Accounts payable	124	53
Accrued liabilities	121	9
Current portion of contingent consideration liability - related parties		0
Deferred revenue		0
Short-term notes payable		0
Other current liabilities	0
Total current liabilities	245	62
Contingent consideration liability		0
Other non-current liabilities		0
Total liabilities	245	62
DemeRx IB [Member]
Current assets:
Cash	12,251	8,511
Accounts Receivable	0
Unbilled receivable		0
Prepaid expenses and other current assets	21	70
Total current assets	12,272	8,581
Property and equipment, net		0
Long term notes receivable	1,075	1,075
Other assets	0	0
Total assets	13,347	9,656
Current liabilities:
Accounts payable	332	439
Accrued liabilities	671	180
Current portion of contingent consideration liability - related parties		0
Deferred revenue		0
Short-term notes payable		0
Other current liabilities	133
Total current liabilities	1,136	619
Contingent consideration liability		0
Other non-current liabilities		0
Total liabilities	1,136	619
Recognify [Member]
Current assets:
Cash	7,526	2,519
Accounts Receivable	0
Unbilled receivable		0
Prepaid expenses and other current assets	1,742	4
Total current assets	9,268	2,523
Property and equipment, net		0
Long term notes receivable	0	0
Other assets	0	0
Total assets	9,268	2,523
Current liabilities:
Accounts payable	381	29
Accrued liabilities	596	44
Current portion of contingent consideration liability - related parties		0
Deferred revenue		0
Short-term notes payable		0
Other current liabilities	2
Total current liabilities	979	73
Contingent consideration liability		0
Other non-current liabilities		0
Total liabilities	979	73
PsyProtix [Member]
Current assets:
Cash	1	512
Accounts Receivable	0
Unbilled receivable		0
Prepaid expenses and other current assets	66	1
Total current assets	67	513
Property and equipment, net		0
Long term notes receivable	109	104
Other assets	0	0
Total assets	176	617
Current liabilities:
Accounts payable	33	51
Accrued liabilities	46	50
Current portion of contingent consideration liability - related parties		0
Deferred revenue		0
Short-term notes payable		0
Other current liabilities	1
Total current liabilities	80	101
Contingent consideration liability		0
Other non-current liabilities		0
Total liabilities	80	101
Psyber [Member]
Current assets:
Cash	683	542
Accounts Receivable	0
Unbilled receivable		0
Prepaid expenses and other current assets	0	0
Total current assets	683	542
Property and equipment, net		0
Long term notes receivable	0	0
Other assets	353	99
Total assets	1,036	641
Current liabilities:
Accounts payable	10	15
Accrued liabilities	37	63
Current portion of contingent consideration liability - related parties		0
Deferred revenue		0
Short-term notes payable		0
Other current liabilities	1
Total current liabilities	48	78
Contingent consideration liability		0
Other non-current liabilities		0
Total liabilities	48	78
InnarisBio [Member]
Current assets:
Cash	719	1,487
Accounts Receivable	0
Unbilled receivable		0
Prepaid expenses and other current assets	13	62
Total current assets	732	1,549
Property and equipment, net		0
Long term notes receivable	0	0
Other assets	0	0
Total assets	732	1,549
Current liabilities:
Accounts payable	3	0
Accrued liabilities	158	10
Current portion of contingent consideration liability - related parties		0
Deferred revenue		0
Short-term notes payable		0
Other current liabilities	1
Total current liabilities	162	10
Contingent consideration liability		93
Other non-current liabilities		0
Total liabilities	162	103
Neuronasal Inc [Member]
Current assets:
Cash		95
Unbilled receivable		0
Prepaid expenses and other current assets		207
Total current assets		302
Property and equipment, net		0
Long term notes receivable		0
Other assets		0
Total assets		302
Current liabilities:
Accounts payable		326
Accrued liabilities		749
Current portion of contingent consideration liability - related parties		0
Deferred revenue		0
Short-term notes payable		38
Total current liabilities		1,113
Contingent consideration liability		0
Other non-current liabilities		336
Total liabilities		1,449
TryptageniX Inc. [Member]
Current assets:
Cash	513	2,000
Accounts Receivable	0
Unbilled receivable		0
Prepaid expenses and other current assets	2,850	0
Total current assets	3,363	2,000
Property and equipment, net		0
Long term notes receivable	0	0
Other assets	0	0
Total assets	3,363	2,000
Current liabilities:
Accounts payable	0	0
Accrued liabilities	154	0
Current portion of contingent consideration liability - related parties		0
Deferred revenue		0
Short-term notes payable		0
Other current liabilities	0
Total current liabilities	154	0
Contingent consideration liability		850
Other non-current liabilities		820
Total liabilities	$ 154	$ 1,670

Variable Interest Entities and a Voting Interest Entity - Schedule of Non Controlling Interest Recognized to Its Consolidated VIEs Roll Forward (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Noncontrolling Interest [Line Items]
Opening balance	$ 9,051	$ 4,546
Issuance of noncontrolling interests	957	8,411
Net income (loss) attributable to noncontrolling interests—common	(357)	(5,153)
Net income (loss) attributable to noncontrolling interests - preferred	(4,675)	1,271
Comprehensive loss attributable to noncontrolling interests	50	(24)
Closing balance	5,026	9,051
Perception [Member]
Noncontrolling Interest [Line Items]
Opening balance	5,232	0
Issuance of noncontrolling interests	0	3,258
Net income (loss) attributable to noncontrolling interests—common	0	0
Net income (loss) attributable to noncontrolling interests - preferred	(3,551)	1,998
Comprehensive loss attributable to noncontrolling interests	50	(24)
Closing balance	1,731	5,232
Recognify [Member]
Noncontrolling Interest [Line Items]
Opening balance	3,819	4,546
Issuance of noncontrolling interests	0	0
Net income (loss) attributable to noncontrolling interests—common	0	0
Net income (loss) attributable to noncontrolling interests - preferred	(975)	(727)
Comprehensive loss attributable to noncontrolling interests	0	0
Closing balance	2,844	3,819
Psyber [Member]
Noncontrolling Interest [Line Items]
Opening balance	0	0
Issuance of noncontrolling interests		8
Net income (loss) attributable to noncontrolling interests—common		(8)
Net income (loss) attributable to noncontrolling interests - preferred		0
Comprehensive loss attributable to noncontrolling interests		0
Closing balance		0
InnarisBio [Member]
Noncontrolling Interest [Line Items]
Opening balance	0	0
Issuance of noncontrolling interests		877
Net income (loss) attributable to noncontrolling interests—common		(877)
Net income (loss) attributable to noncontrolling interests - preferred		0
Comprehensive loss attributable to noncontrolling interests		0
Closing balance		0
Kures [Member]
Noncontrolling Interest [Line Items]
Opening balance	0
Issuance of noncontrolling interests	957
Net income (loss) attributable to noncontrolling interests—common	(357)
Net income (loss) attributable to noncontrolling interests - preferred	(149)
Comprehensive loss attributable to noncontrolling interests	0
Closing balance	451	0
Neuronasal Inc [Member]
Noncontrolling Interest [Line Items]
Opening balance	0	0
Issuance of noncontrolling interests		392
Net income (loss) attributable to noncontrolling interests—common		(392)
Net income (loss) attributable to noncontrolling interests - preferred		0
Comprehensive loss attributable to noncontrolling interests		0
Closing balance		0
TryptageniX Inc. [Member]
Noncontrolling Interest [Line Items]
Opening balance	$ 0	0
Issuance of noncontrolling interests		3,876
Net income (loss) attributable to noncontrolling interests—common		(3,876)
Net income (loss) attributable to noncontrolling interests - preferred		0
Comprehensive loss attributable to noncontrolling interests		0
Closing balance		$ 0

Variable Interest Entities and a Voting Interest Entity - Schedule of Roll Forward of the Redeemable Noncontrolling Interests Balance (Detail) $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($)
Redeemable Noncontrolling Interest [Line Items]
Opening balance	$ 0
Issuance of redeemable noncontrolling interests	2,555
Net loss attributable to redeemable noncontrolling interests - common	(2,555)
Closing balance	0
Neuronasal Inc [Member]
Redeemable Noncontrolling Interest [Line Items]
Opening balance	0
Issuance of redeemable noncontrolling interests	2,555
Net loss attributable to redeemable noncontrolling interests - common	(2,555)
Closing balance	$ 0

Equity Method Investments and Other Investments - Summary of Equity Method Investments (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2022

Dec. 31, 2021

Dec. 07, 2021

Dec. 31, 2020

Schedule of Equity Method Investments [Line Items]

Equity Method Investments

$ 0

$ 16,131

Innoplexus AG [Member]

Schedule of Equity Method Investments [Line Items]

Equity Method Investment, Description of Principal Activities

August 2018

Equity Method Investments

$ 0

Equity Method Investment, Ownership Percentage

35.00%

COMPASS Pathways Plc Two [Member]

Schedule of Equity Method Investments [Line Items]

Equity Method Investment, Description of Principal Activities

December 2018

Equity Method Investments

$ 16,131

Equity Method Investment, Ownership Percentage

22.40%

22.80%

GABA Therapeutics Inc [Member]

Schedule of Equity Method Investments [Line Items]

Equity Method Investment, Description of Principal Activities

November 2020

Equity Method Investments

$ 0

Equity Method Investment, Ownership Percentage

^[1]

7.50%

[1]

Equity Method Investments and Other Investments - Summary of Equity Method Investments and Other Investments (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Investment [Line Items]
Other Long-term Investments	$ 6,755	$ 11,628
DemeRx NB Inc [Member]
Investment [Line Items]
Other Long-term Investments	1,024	1,024
Juvenescence Limited [Member]
Investment [Line Items]
Other Long-term Investments	344	344
GABA Therapeutics Inc [Member]
Investment [Line Items]
Other Long-term Investments	$ 5,387	$ 10,260

Equity Method Investments and Other Investments - Summary of financial data for investments (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Shedule Of Equity Method Investment Summarized Balance Sheet [Line Items]
Current assets	$ 287,145	$ 375,082
Total assets	305,441	414,166
Current liabilities	19,897	20,935
Total liabilities	39,675	28,207
COMPASS [Member]
Shedule Of Equity Method Investment Summarized Balance Sheet [Line Items]
Current assets	191,651	295,300
Non-current assets	5,643	5,598
Total assets	197,294	300,898
Current liabilities	15,596	15,107
Non-current liabilities	418	1,379
Total liabilities	16,014	16,486
GABA [member]
Shedule Of Equity Method Investment Summarized Balance Sheet [Line Items]
Current assets	3,933	7,673
Non-current assets	0	0
Total assets	3,933	7,673
Current liabilities	1,542	199
Non-current liabilities	0	0
Total liabilities	$ 1,542	$ 199

- Definition

Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.

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Equity Method Investments and Other Investments - Summary of Statements of operations (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2022

Dec. 31, 2021

Shedule Of Equity Method Investment Summarized Statement Of Operations [Line Items]

Revenue

$ 233

$ 20,376

Net loss

(157,417)

(174,244)

COMPASS [Member]

Shedule Of Equity Method Investment Summarized Statement Of Operations [Line Items]

Revenue

Loss from continuing operations

(110,403)

(83,221)

Net loss

(91,505)

(71,742)

GABA [member]

Shedule Of Equity Method Investment Summarized Statement Of Operations [Line Items]

Revenue

Loss from continuing operations

(5,867)

(4,216)

Net loss

$ (5,867)

(4,216)

Neuronasal [Member]

Shedule Of Equity Method Investment Summarized Statement Of Operations [Line Items]

Revenue

Loss from continuing operations

^[1]

(985)

Net loss

^[1]

$ (985)

[1]	Results from operations for Neuronasal are through May 17, 2021 at which point the entity is consolidated.

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Amount after tax of income (loss) from continuing operations including portion attributable to the noncontrolling interest.

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+ Details

Equity Method Investments and Other Investments - Additional information (Detail) - USD ($)

1 Months Ended

3 Months Ended

6 Months Ended

12 Months Ended

Jun. 07, 2021

May 16, 2021

May 15, 2021

May 14, 2021

Apr. 13, 2021

Mar. 10, 2021

Nov. 30, 2020

Oct. 31, 2020

Dec. 07, 2021

Feb. 28, 2021

Oct. 31, 2020

Dec. 31, 2019

Aug. 31, 2019

Mar. 31, 2021

Jun. 30, 2021

Dec. 31, 2022

Dec. 31, 2021

Jun. 30, 2022

Sep. 30, 2021

May 17, 2021

Feb. 16, 2021

Dec. 31, 2020

Cash and Cash Equivalents [Line Items]

Equity method investment, Investee shares sold

$ 9,600,000

Equity method investment, Shares transaction date

Dec. 31, 2026

Secured debt

$ 2,400,000

Equity Method Investments

$ 16,131,000

Income (Loss) from Equity Method Investments

(16,006,000)

(58,555,000)

Other Long-Term Investments

6,755,000

$ 11,628,000

Common stock, Conversion basis

1.6 to one

1 to 10 basis

Fair value option gain loss

$ 12,346,000

Stock Issued During Period, Value, Stock Options Exercised

2,295,000

935,000

Warrant [Member]

Cash and Cash Equivalents [Line Items]

Shares, Outstanding

44,000,000

Investment measured at fair value as per fair value option

$ 1,200,000

IntelGenx SPA [Member]

Cash and Cash Equivalents [Line Items]

Percentage of voting interest acquired

25.00%

Business acquisition, Share price

$ 0.35

IntelGenx SPA [Member] | Strategic Development Agreement [Member]

Cash and Cash Equivalents [Line Items]

Percentage of the funds to be used for research and development purpose

20.00%

Compass Pathways Plc [Member]

Cash and Cash Equivalents [Line Items]

Equity method investment, Quoted market value

$ 76,800,000

GABA INC [Member]

Cash and Cash Equivalents [Line Items]

Percentage of voting interest acquired

50.00%

Common Stock [Member]

Cash and Cash Equivalents [Line Items]

Shares, Outstanding

165,935,914

160,677,001

114,735,712

Stock Issued During Period, Value, Stock Options Exercised

$ 113,000

$ 45,000

Common Stock [Member] | IntelGenx SPA [Member]

Cash and Cash Equivalents [Line Items]

Fair value option gain loss

500,000

Investment measured at fair value as per fair value option

$ 2,500,000

3,000,000.0

Common Stock [Member] | Neuronasal Inc [Member]

Cash and Cash Equivalents [Line Items]

Percentage of voting interest acquired

10.80%

9.80%

Unit [Member] | IntelGenx SPA [Member] | Warrant [Member]

Cash and Cash Equivalents [Line Items]

Investment measured at fair value as per fair value option

$ 8,200,000

Unit [Member] | IntelGenx Corp [Member]

Cash and Cash Equivalents [Line Items]

Business acquisition, Share price

$ 0.331

IntelGenx [Member] | Warrant [Member]

Cash and Cash Equivalents [Line Items]

Investment measured at fair value as per fair value option

$ 1,200,000

IntelGenx [Member] | Unit [Member] | IntelGenx Corp [Member]

Cash and Cash Equivalents [Line Items]

Business acquisition, Share price

$ 0.75

Securities Purchase Agreement [Member]

Cash and Cash Equivalents [Line Items]

Number of years determining units purchase

3 years

Securities Purchase Agreement [Member] | IntelGenx SPA [Member]

Cash and Cash Equivalents [Line Items]

Number of months determining unit price

12 months

Stock Issued During Period, Value, Stock Options Exercised

$ 12,300,000

Number of consecutive trading days for determining the volume weighted average price of common shares

30 days

Securities Purchase Agreement [Member] | IntelGenx Corp [Member]

Cash and Cash Equivalents [Line Items]

Business acquisition, Share price

$ 0.50

Securities Purchase Agreement [Member] | Common Stock [Member] | IntelGenx SPA [Member] | Minimum [Member]

Cash and Cash Equivalents [Line Items]

Investment owned number of shares

74,600,000

Securities Purchase Agreement [Member] | Additional Shares [Member] | Minimum [Member]

Cash and Cash Equivalents [Line Items]

Investment owned number of shares

74,600,000

Securities Purchase Agreement [Member] | IntelGenx [Member]

Cash and Cash Equivalents [Line Items]

Percentage Of Premium To Market Price

20.00%

Percentage of the volume weighted average price of the common share

20.00%

Innoplexus AG [Member]

Cash and Cash Equivalents [Line Items]

Equity Method Investment, Ownership Percentage

35.00%

Equity Method Investments

$ 0

Innoplexus AG [Member] | Innoplexus SPA [Member]

Cash and Cash Equivalents [Line Items]

Equity method investment, Investee shares sold

$ 2,400,000

Equity method investment, Proceeds

$ 22,300,000

COMPASS Pathways Plc Two [Member]

Cash and Cash Equivalents [Line Items]

Equity Method Investment, Ownership Percentage

22.80%

22.40%

22.80%

Equity Method Investments

$ 16,131,000

Equity method investment, Quoted market value

211,400,000

Income (Loss) from Equity Method Investments

$ 10,100,000

$ 10,500,000

Number of share purchased during period

1,490,111

Aggregate purchase price of additional shares purchased

$ 47,400,000

GABA Therapeutics Inc [Member]

Cash and Cash Equivalents [Line Items]

Equity Method Investment, Ownership Percentage

^[1]

7.50%

Equity Method Investments

$ 0

Income (Loss) from Equity Method Investments

5,900,000

5,000,000.0

Other Long-Term Investments

$ 5,387,000

10,260,000

GABA Therapeutics Inc [Member] | Amended GABA PSPA | Preferred Stock [Member] | Series A Preferred Stock [Member]

Cash and Cash Equivalents [Line Items]

Equity Method Investment, Ownership Percentage

20.00%

Payments to acquire investments

$ 600,000

$ 5,500,000

GABA Therapeutics Inc [Member] | Amended GABA PSPA | Common Stock [Member] | Series A Preferred Stock [Member]

Cash and Cash Equivalents [Line Items]

Payments to acquire investments

$ 5,000,000.0

10,000,000.0

GABA Therapeutics Inc [Member] | Amended GABA PSPA | Additional Shares [Member]

Cash and Cash Equivalents [Line Items]

Payments to acquire investments

$ 2,000,000.0

GABA Therapeutics Inc [Member] | Amended GABA PSPA | Additional Shares [Member] | Series A Preferred Stock [Member]

Cash and Cash Equivalents [Line Items]

Equity Method Investments

$ 1,500,000

GABA Options [Member]

Cash and Cash Equivalents [Line Items]

Equity Method Investment, Ownership Percentage

80.00%

GABA Options [Member] | Omnibus Amendment Agreement [Member]

Cash and Cash Equivalents [Line Items]

Stock Issued During Period, Value, Stock Options Exercised

$ 1,800,000

Neuronasal Options [Member]

Cash and Cash Equivalents [Line Items]

Equity Method Investments

$ 0

Neuronasal Options [Member] | Series A Preferred Stock [Member]

Cash and Cash Equivalents [Line Items]

Equity Method Investment, Ownership Percentage

20.00%

Payments to acquire investments

$ 800,000

$ 500,000

Payments to acquire additional investments

$ 800,000

Option to purchase additional shares value

$ 1,000,000.0

Neuronasal Options [Member] | Preferred Stock [Member]

Cash and Cash Equivalents [Line Items]

Income (Loss) from Equity Method Investments

$ 1,000,000.0

Neuronasal Options [Member] | Common Stock [Member]

Cash and Cash Equivalents [Line Items]

Equity Method Investments

500,000

Tax in association with basis difference from equity method investment

$ 500,000

Payments to acquire investments

$ 500

$ 300,000

DemeRx NB Options [Member] | Series A Preferred Stock [Member]

Cash and Cash Equivalents [Line Items]

Equity Method Investment, Ownership Percentage

20.00%

Payments to acquire investments

$ 1,000,000.0

Option to purchase additional shares value

$ 19,000,000.0

[1]

Notes Receivable - Additional Information (Detail)				12 Months Ended
Notes Receivable - Additional Information (Detail)	Sep. 14, 2021 USD ($)	May 11, 2021 USD ($)	Jan. 03, 2020 USD ($) $ / shares	Dec. 31, 2022 USD ($)	Dec. 31, 2021 € / shares	Dec. 31, 2022 € / shares	Dec. 31, 2022 USD ($) $ / shares	Dec. 31, 2021 USD ($) $ / shares	Jun. 07, 2021 € / shares	Mar. 08, 2021 USD ($)
Notes Receivable [Line Items]
Convertible promissory notes issued							$ 15,000,000
Short-term notes payable							$ 82,500,000
Issuance of common stock shares par value \| (per share)					€ 0.10	€ 0.10	$ 0.12	$ 0.12	€ 0.10
Term Loan Impairment Loss Recognized							$ 0
Amended and Restated Loan Agreement [Member]
Notes Receivable [Line Items]
Loan agreement	$ 6,000,000.0
Term Loan Receivable [Member]
Notes Receivable [Line Items]
Loans and lease receivable, Outstanding							5,500,000	$ 2,500,000
Interest expense				$ 400,000
Long-Term Debt, Fair Value							5,500,000
Loans Receivable [Member]
Notes Receivable [Line Items]
Receivables, Maturity description				On May 14, 2021, the Company amended the loan agreement under which the Maturity Date will be the first business day following the first closing of a subscription for additional units if the proceeds from such subscription amount to at least $3.0 million
IntelGenx Corp [Member]
Notes Receivable [Line Items]
Loans receivable, Fixed interest rate					8.00%
IntelGenx Corp [Member] \| Additional Term Loan And March Term Loan [Member]
Notes Receivable [Line Items]
Payments to acquire notes receivable		$ 500,000
IntelGenx Corp [Member] \| March Term Loan Receivable [Member]
Notes Receivable [Line Items]
Receivable, Face amount										$ 2,000,000.0
IntelGenx Corp [Member] \| Additional Term Loan Receivable [Member]
Notes Receivable [Line Items]
Receivable, Face amount										$ 500,000
IntelGenx Corp [Member] \| Additional Term Loan Receivable [Member] \| Amended and Restated Loan Agreement [Member]
Notes Receivable [Line Items]
Receivable, Face amount	6,000.0
IntelGenx Corp [Member] \| Additional Term Loan Receivable [Member] \| Second Tranche [Member] \| Amended and Restated Loan Agreement [Member]
Notes Receivable [Line Items]
Receivable, Face amount	3,000,000.0
IntelGenx Corp [Member] \| Term Loan Receivable [Member]
Notes Receivable [Line Items]
Receivable, Face amount	$ 8,500,000
IntelGenx Corp [Member] \| Term Loan Receivable [Member] \| Amended and Restated Loan Agreement [Member]
Notes Receivable [Line Items]
Term loan maturity date	Jan. 05, 2024
DemeRx Note [Member]
Notes Receivable [Line Items]
Receivables, Maturity terms			5 years
Loans and lease receivable, Outstanding							$ 1,100,000	$ 1,100,000
DemeRx Note [Member] \| DemeRx IB, Inc. [Member]
Notes Receivable [Line Items]
Issuance of common stock shares par value \| $ / shares			$ 0.0001
DemeRx Note [Member] \| DemeRx [Member]
Notes Receivable [Line Items]
Debt Instrument, face amount inclusive other payments			$ 1,000,000.0

Fair Value Measurement - Summary of Fair Value Measurement on Recurring Basis (Detail) - Fair Value, Recurring [Member] - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Cash equivalents:
Money market funds	$ 72,334	$ 271,856
Other investment held at fair value	0	0
Assets fair value	154,830	271,856
Liabilities:
Contingent consideration liability—related parties	953	2,483
Warrant Liability	0	336
Liability fair value	953	2,819
U.S. Treasuries
Cash equivalents:
Fair value of debt securities	0	0
Commercial Paper [Member]
Cash equivalents:
Fair value of debt securities	5,958	0
Corporate Bond Securities [Member]
Cash equivalents:
Fair value of debt securities	17,719	0
US Government Agencies [Member]
Cash equivalents:
Fair value of debt securities	58,819	0
Fair Value, Inputs, Level 1 [Member]
Cash equivalents:
Money market funds	72,334	271,856
Other investment held at fair value	0	0
Assets fair value	72,334	271,856
Liabilities:
Contingent consideration liability—related parties	0	0
Warrant Liability	0	0
Liability fair value	0	0
Fair Value, Inputs, Level 1 [Member] \| U.S. Treasuries
Cash equivalents:
Fair value of debt securities	0	0
Fair Value, Inputs, Level 1 [Member] \| Commercial Paper [Member]
Cash equivalents:
Fair value of debt securities	0	0
Fair Value, Inputs, Level 1 [Member] \| Corporate Bond Securities [Member]
Cash equivalents:
Fair value of debt securities	0	0
Fair Value, Inputs, Level 1 [Member] \| US Government Agencies [Member]
Cash equivalents:
Fair value of debt securities	0	0
Fair Value, Inputs, Level 2 [Member]
Cash equivalents:
Money market funds	0	0
Other investment held at fair value	0	0
Assets fair value	82,496	0
Liabilities:
Contingent consideration liability—related parties	0	0
Warrant Liability	0	0
Liability fair value	0	0
Fair Value, Inputs, Level 2 [Member] \| U.S. Treasuries
Cash equivalents:
Fair value of debt securities	0	0
Fair Value, Inputs, Level 2 [Member] \| Commercial Paper [Member]
Cash equivalents:
Fair value of debt securities	5,958	0
Fair Value, Inputs, Level 2 [Member] \| Corporate Bond Securities [Member]
Cash equivalents:
Fair value of debt securities	17,719	0
Fair Value, Inputs, Level 2 [Member] \| US Government Agencies [Member]
Cash equivalents:
Fair value of debt securities	58,819	0
Fair Value, Inputs, Level 3 [Member]
Cash equivalents:
Money market funds	0	0
Other investment held at fair value	0	0
Assets fair value	0	0
Liabilities:
Contingent consideration liability—related parties	953	2,483
Warrant Liability	0	336
Liability fair value	953	2,819
Fair Value, Inputs, Level 3 [Member] \| U.S. Treasuries
Cash equivalents:
Fair value of debt securities	0	0
Fair Value, Inputs, Level 3 [Member] \| Commercial Paper [Member]
Cash equivalents:
Fair value of debt securities	0	0
Fair Value, Inputs, Level 3 [Member] \| Corporate Bond Securities [Member]
Cash equivalents:
Fair value of debt securities	0	0
Fair Value, Inputs, Level 3 [Member] \| US Government Agencies [Member]
Cash equivalents:
Fair value of debt securities	$ 0	$ 0

Fair Value Measurement - Summary of Fair Value Measurement Inputs and Valuation Techniques (Detail)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Measurement Input, Price Volatility [Member] \| Level 3 [Member] \| Additional Warrants [Member] \| IntelGenx [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant Liability, Measurement Input	1	1.05
Measurement Input, Price Volatility [Member] \| Neuronasal Inc [Member] \| Level 3 [Member] \| Warrant [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Alternative Investment, Measurement Input		1
Measurement Input, Price Volatility [Member] \| Neuronasal Inc [Member] \| Level 3 [Member] \| Initial Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant Liability, Measurement Input	1	1.05
Measurement Input, Share Price [Member] \| Level 3 [Member] \| Additional Warrants [Member] \| IntelGenx [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Alternative Investment, Measurement Input	0.19	0.34
Measurement Input, Share Price [Member] \| Neuronasal Inc [Member] \| Level 3 [Member] \| Warrant [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Alternative Investment, Measurement Input		50.56
Value Of Underlying [Member] \| Neuronasal Inc [Member] \| Level 3 [Member] \| Initial Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant Liability, Measurement Input	0.19	0.34
Contingent Consideration Liability Related Parties [Member] \| Measurement Input, Discount Rate [Member] \| Valuation Technique, Discounted Cash Flow [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Business Combination, Contingent Consideration, Liability, Measurement Input	0.131	0.114
Contingent Consideration Liability Related Parties [Member] \| Measurement Input Probability of the Milestone [Member] \| Valuation Technique, Discounted Cash Flow [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Business Combination, Contingent Consideration, Liability, Measurement Input		0.519
Contingent Consideration Liability Related Parties [Member] \| Measurement Input Probability of the Milestone [Member] \| Valuation Technique, Discounted Cash Flow [Member] \| Minimum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Business Combination, Contingent Consideration, Liability, Measurement Input	0.100
Contingent Consideration Liability Related Parties [Member] \| Measurement Input Probability of the Milestone [Member] \| Valuation Technique, Discounted Cash Flow [Member] \| Maximum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Business Combination, Contingent Consideration, Liability, Measurement Input	0.210
Contingent Consideration Liability Related Parties [Member] \| Measurement Input Discount Rate for Royalties [Member] \| Discounted Cash Flow with SBM [Member] \| Minimum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Business Combination, Contingent Consideration, Liability, Measurement Input	0.200	0.192
Contingent Consideration Liability Related Parties [Member] \| Measurement Input Discount Rate for Royalties [Member] \| Discounted Cash Flow with SBM [Member] \| Maximum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Business Combination, Contingent Consideration, Liability, Measurement Input	0.211	0.201
Contingent Consideration Liability Related Parties [Member] \| Measurement Input Discount Rate for Royalties on Milestones [Member] \| Discounted Cash Flow with SBM [Member] \| Minimum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Business Combination, Contingent Consideration, Liability, Measurement Input	0.123	0.109
Contingent Consideration Liability Related Parties [Member] \| Measurement Input Discount Rate for Royalties on Milestones [Member] \| Discounted Cash Flow with SBM [Member] \| Maximum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Business Combination, Contingent Consideration, Liability, Measurement Input	0.134	0.118
Contingent Consideration Liability Related Parties [Member] \| Probability of Success Rate [Member] \| Discounted Cash Flow with SBM [Member] \| Minimum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Business Combination, Contingent Consideration, Liability, Measurement Input	0.101	0.265
Contingent Consideration Liability Related Parties [Member] \| Probability of Success Rate [Member] \| Discounted Cash Flow with SBM [Member] \| Maximum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Business Combination, Contingent Consideration, Liability, Measurement Input	0.210	1.000

Fair Value Measurement - Summary of Fair Value Measurement on Recurring Basis, Unobservable Input Reconciliation (Detail) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Contingent Consideration Lability Related Parties [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning Balance	$ 2,483
Change in fair value	(1,480)
Extinguishment of liability	(50)
Ending Balance	953
Warrant Liability [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning Balance	336
Change in fair value	(336)
Extinguishment of liability	0
Ending Balance	$ 0

Fair Value Measurement - Additional Information (Detail) $ / shares in Units, $ in Millions	Nov. 09, 2022 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Jun. 30, 2021 € / shares	Jun. 30, 2021 $ / shares	May 14, 2021 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt conversion price \| (per share)				€ 1,350	$ 1,654
Fair value of the contingent milestone and royalty liabilities		$ 0.1	$ 0.1
Fair value of common stock by applying discount for lack of marketability		5.00%	5.00%
TryptageniX Inc. [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of the contingent milestone and royalty liabilities		$ 0.2	$ 0.9
Common Stock [Member] \| IntelGenx [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investment measured at fair value as per fair value option						$ 3.0
Warrant [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investment measured at fair value as per fair value option			1.2
Warrant [Member] \| IntelGenx [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investment measured at fair value as per fair value option						1.2
Additional Warrants [Member] \| IntelGenx [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investment measured at fair value as per fair value option						$ 8.2
Neuronasal Inc [Member] \| Warrant [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Unrealized Gain On Securities	$ 0.3
Level 3 [Member] \| Neuronasal Inc [Member] \| Warrant [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant Liability			0.3
Royalty Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of the contingent milestone and royalty liabilities		$ 0.6	$ 1.5

Prepaid Expenses and Other Current Assets - Summary of Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid Research And Development Related Expenses	$ 4,626	$ 2,692
Sales tax receivables	5,631	5,406
Prepaid insurance	2,034	3,049
Other	1,745	756
Total	$ 14,036	$ 11,903

Accrued Liabilities - Summary of Accrued Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Accrued Liabilities, Current [Abstract]
Accrued accounting, legal, and other professional fees	$ 3,566	$ 2,667
Taxes payable	2,224	8,137
Accrued external research and development expenses	5,550	861
Accrued payroll	5,260	2,832
Accrued advisory fees	0	169
Other liabilities	706	163
Total	$ 17,306	$ 14,829

Debt - Summary of Convertible Promissory Notes (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Unamortized discount and deferred issuance costs	$ (113)	$ (5)
Total	415	743
Convertible Notes Issued in November 2018 [Member]
Debt Instrument [Line Items]
Long-term Debt	0	125
Convertible Notes Issued in October 2020 [Member]
Debt Instrument [Line Items]
Long-term Debt	$ 415	$ 623

Debt - Additional Information (Detail) € / shares in Units, $ / shares in Units, € in Thousands					1 Months Ended		12 Months Ended
	Jul. 31, 2022 EUR (€) € / shares	Jul. 31, 2022 USD ($)	Jun. 10, 2021 USD ($) shares	Dec. 31, 2020 USD ($)	Aug. 31, 2022 USD ($)	Nov. 30, 2020 shares	Dec. 31, 2022 USD ($) shares	Dec. 31, 2021 EUR (€) € / shares shares	Dec. 31, 2021 USD ($) shares	Dec. 31, 2020 USD ($)	Dec. 31, 2021 USD ($) $ / shares	Jun. 30, 2021 € / shares	Jun. 30, 2021 $ / shares	May 31, 2021 USD ($)	Jan. 31, 2021 USD ($)	Dec. 01, 2020 USD ($)	Oct. 31, 2020 EUR (€)	Oct. 31, 2020 $ / shares	Mar. 16, 2020 USD ($)	Oct. 31, 2018 EUR (€)	Oct. 31, 2018 USD ($)
Debt Instrument [Line Items]
Convertible promissory notes issued							$ 15,000,000
Convertible promissory notes, outstanding							14,702,000				$ 0
Debt conversion price \| (per share)												€ 1,350	$ 1,654
Amortization of debt discount							$ 131,000		$ 195,000
Maturity Date							Aug. 01, 2026
Proceeds from Divestiture of Businesses, Net of Cash Divested							$ 175,000,000.0
Prime Rate Percent							4.55%
Accrued interest payable, percent							8.55%
General and administrative expense							$ 70,350,000		$ 92,745,000
Borrowing amount percentage					33.00%
Hercules Loan Agreement
Debt Instrument [Line Items]
Convertible promissory notes, outstanding							14,900,000
Interest expense							$ 100,000
Principal Amount					$ 175,000,000.0
Increments					5,000,000.0
Loan agreement description							In addition, the financial covenant under the Loan Agreement requires that beginning on the later of (i) July 1, 2023 and (ii) the date on which the aggregate outstanding amount borrowed under the 2022 Term Loan Facility is equal to or greater than $40.0 million, the Company shall maintain Qualified Cash in an amount no less than the sum of (1) 33% of the outstanding amount under the 2022 Term Loan Facility, and (2) the amount of the Borrowers’ and Subsidiary Guarantors’ accounts payable that have not been paid within 180 days from the invoice date of the relevant account payable, subject to certain exceptions; provided, that the financial covenant shall not apply on any day that the Company's market capitalization is at least $600.0 million measured on a consecutive 10-business day period immediately prior to such date of measurement and tested on a daily basis.
Line Of Credit					40,000,000.0
Market capitalization daily basis					$ 600,000,000.0
Term charge percentage					6.95%
Hercules Loan Agreement \| Prepayment occurs on or prior to the first anniversary[Member]
Debt Instrument [Line Items]
Prepayment principal amount percentage					2.00%
Hercules Loan Agreement \| Prepayment Occurs After The First Anniversary And On Or Prior To The Second Anniversary [Member]
Debt Instrument [Line Items]
Prepayment principal amount percentage					1.00%
Hercules Loan Agreement \| Prepayment occurs after the second anniversary [Member]
Debt Instrument [Line Items]
Prepayment principal amount percentage					0.50%
Hercules Loan Agreement \| Tranche 1
Debt Instrument [Line Items]
Convertible promissory notes, outstanding					$ 15,000,000.0
Term loan advance					15,000,000.0
Hercules Loan Agreement \| Tranche 1B
Debt Instrument [Line Items]
Term loan advance					20,000,000.0
Hercules Loan Agreement \| Tranche 1C
Debt Instrument [Line Items]
Term loan advance					25,000,000.0
Hercules Loan Agreement \| Tranche 2
Debt Instrument [Line Items]
Term loan advance					15,000,000.0
Hercules Loan Agreement \| Tranche 3
Debt Instrument [Line Items]
Term loan advance					$ 100,000,000.0
Second Tranche Funding [Member]
Debt Instrument [Line Items]
Convertible promissory notes issued														$ 5,000,000.0
Common Stock [Member]
Debt Instrument [Line Items]
Stock issued during period, convertible share \| shares						8,773,056	4,320,000	5,478,176	5,478,176
ATAI LIFE SCIENCES N.V. [Member]
Debt Instrument [Line Items]
Debt conversion price \| $ / shares																		$ 17.00
Face value of convertible notes \| €																	€ 1
Perception March 2020 Notes [Member]
Debt Instrument [Line Items]
Convertible promissory notes issued																			$ 3,900,000
Convertible promissory notes, interest rate																			5.00%
Fair value of derivative liabilities				$ 200,000						$ 200,000
Fair value of ordinary shares									$ 600,000
Perception December 2020 Convertible Note Agreement [Member]
Debt Instrument [Line Items]
Convertible promissory notes issued																$ 12,000,000.0
Convertible promissory notes, interest rate												5.00%	5.00%
Fair value of derivative liabilities				400,000						400,000
Proceeds from licensing and collaboration arrangement			$ 20,000,000.0
Gain from change in fair value of the derivative liability									41,000
Loss on extinguishment of notes									500,000
Debt carrying value									2,700,000
Fair value of ordinary shares									2,200,000
Gain (loss) from change in fair value of the derivative liability									41,000
Perception December 2020 Convertible Note Agreement [Member] \| Series A Preferred Stock [Member]
Debt Instrument [Line Items]
Convertible notes conversion, shares issued \| shares			6,456,595
Perception December 2020 Convertible Note Agreement [Member] \| First Tranche Funding [Member]
Debt Instrument [Line Items]
Convertible promissory notes issued				$ 6,200,000						6,200,000					$ 800,000	$ 7,000,000.0
Perception December 2020 Convertible Note Agreement [Member] \| Second Tranche Funding [Member]
Debt Instrument [Line Items]
Fair value of derivative liabilities											$ 300,000
Perception December 2020 Convertible Note Agreement [Member] \| ATAI LIFE SCIENCES N.V. [Member] \| Series A Preferred Stock [Member]
Debt Instrument [Line Items]
Convertible notes conversion, shares issued \| shares			5,403,791
Perception December 2020 Convertible Note Agreement [Member] \| ATAI LIFE SCIENCES N.V. [Member] \| Second Tranche Funding [Member]
Debt Instrument [Line Items]
Convertible promissory notes issued														4,200,000
Perception December 2020 Convertible Note Agreement [Member] \| Sonia Weiss Pick And Family [Member] \| Series A Preferred Stock [Member]
Debt Instrument [Line Items]
Convertible notes conversion, shares issued \| shares			440,415
Perception December 2020 Convertible Note Agreement [Member] \| Sonia Weiss Pick And Family [Member] \| Second Tranche Funding [Member]
Debt Instrument [Line Items]
Convertible promissory notes issued														300,000
Perception December 2020 Convertible Note Agreement [Member] \| Other Investors [Member] \| Series A Preferred Stock [Member]
Debt Instrument [Line Items]
Convertible notes conversion, shares issued \| shares			584,580
Perception December 2020 Convertible Note Agreement [Member] \| Other Investors [Member] \| Second Tranche Funding [Member]
Debt Instrument [Line Items]
Convertible promissory notes issued														400,000
Perception December 2020 Convertible Note Agreement [Member] \| Apeiron [Member] \| Series A Preferred Stock [Member]
Debt Instrument [Line Items]
Convertible notes conversion, shares issued \| shares			27,809
Perception December 2020 Convertible Note Agreement [Member] \| Apeiron [Member] \| Second Tranche Funding [Member]
Debt Instrument [Line Items]
Convertible promissory notes issued														$ 200,000
Perception December 2020 Convertible Note Agreement [Member] \| Qualified Sale of Preferred Stock [Member]
Debt Instrument [Line Items]
Minimum proceeds expected from sale of preferred stock for debt conversion									$ 5,000,000.0
Debt conversion price, discount percentage								25.00%	25.00%
Perception December 2020 Convertible Note Agreement [Member] \| Licensing Transaction [Member]
Debt Instrument [Line Items]
Minimum licensing transaction for debt conversion									$ 5,000,000.0
Debt conversion price \| $ / shares											$ 0.75
Debt conversion price, threshold percentage				75.00%
Perception December 2020 Convertible Note Agreement [Member] \| Change In control [Member]
Debt Instrument [Line Items]
Debt conversion price \| $ / shares											$ 0.75
Perception Convertible Notes [Member]
Debt Instrument [Line Items]
Interest expense									200,000
Amortization of debt discount									200,000
Two Thousand Eighteen Convertible Note Agreement [Member]
Debt Instrument [Line Items]
Debt conversion price \| € / shares	€ 17.00							€ 17.00
Fair value of ordinary shares	€ 4,600	$ 4,600,000						€ 5,800	$ 6,900,000
Two Thousand Eighteen Convertible Note Agreement [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Convertible promissory notes issued																				€ 1,000	$ 1,200,000
October 2020 Notes [Member] \| General and Administrative Expense [Member]
Debt Instrument [Line Items]
Share based compensation expenses										$ 61,500,000

Debt - Schedule Of Outstanding debt obligations (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Debt Disclosure [Abstract]
Debt instrument, face amount	$ 15,000
End of the term charge	1,042
Less: unamortized issuance discount	(274)
Less: unamortized issuance costs	(113)	$ (5)
Less: unamortized end of term charge	(952)
Net carrying amount	14,702
Less: current maturities	0
Long-term Debt, Total	$ 14,702	$ 0

- Definition

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Common Stock - Additional Information (Detail) $ / shares in Units, $ in Thousands		1 Months Ended			2 Months Ended	12 Months Ended
	Jun. 22, 2021 USD ($) $ / shares shares	Mar. 31, 2021 USD ($) shares	Jan. 31, 2021 USD ($) shares	Nov. 30, 2020 USD ($) $ / shares shares	Dec. 31, 2020 USD ($)	Dec. 31, 2022 USD ($) shares	Dec. 31, 2021 USD ($) shares	Mar. 31, 2021 € / shares shares	Mar. 31, 2021 $ / shares shares	Dec. 31, 2020 € / shares shares	Dec. 31, 2020 $ / shares shares
Class of Stock [Line Items]
Common stock, shares, issued \| shares						165,935,914	160,677,001
Sale of stock issue price per share \| (per share)										€ 4.69	$ 5.56
Issuance costs		$ 4,900				$ 0	$ 12,350
Common stock issuance price, cash		$ 152,200				$ 0	$ 409,884
Common Stock, Value, Outstanding				$ 32,200
Proceeds from issuance of IPO					$ 77,200
IPO [Member]
Class of Stock [Line Items]
Sale of stock issue price per share \| $ / shares	$ 15.00
Stock issued during period, Shares \| shares	17,250,000
Proceeds from issuance of IPO	$ 231,600
Underwriting discount	$ 18,100
Common Stock [Member]
Class of Stock [Line Items]
Common stock, shares, issued \| shares								13,419,360	13,419,360	14,933,344	14,933,344
Sale of stock issue price per share \| (per share)				$ 5.56				€ 9.69	$ 11.71	€ 0.10
Stock issued during period, Shares \| shares		13,419,360					0
Stock issued during period, convertible share \| shares				8,773,056		4,320,000	5,478,176
Class A Common Shares [Member]
Class of Stock [Line Items]
Stock issued during period, Shares \| shares	2,250,000
Class A Common Shares [Member] \| IPO [Member]
Class of Stock [Line Items]
Sale of stock issue price per share \| $ / shares	$ 15.00
Stock issued during period, Shares \| shares	17,250,000
Proceeds from issuance of IPO	$ 231,600
Offering costs	$ 9,000
Apeiron [Member]
Class of Stock [Line Items]
Common stock, shares, issued \| shares			2,133,328
Issuance costs					$ 5,200
Common stock issuance price, cash			$ 12,200
Apeiron [Member] \| Common Stock [Member]
Class of Stock [Line Items]
Stock issued during period, Shares \| shares			2,133,328

Stock-Based Compensation - Summary of share based Payment Arrangement Option Activity (Detail) - Service And Performance Based Options [Member] - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Options, Granted	754,910
Two Thousand And Twenty Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of options, Beginning	26,687,620
Number of Options, Granted	13,186,659
Exercised	(938,913)
Number of options, Cancelled or forfeited	(4,054,762)
Number of options, End	34,880,604	26,687,620
Number of options, Options exercisable	16,006,889
Weighted-Average Exercise Price, Beginning	$ 6.85
Weighted-Average Exercise Price, Granted	4.93
Weighted-Average Exercise Price, Exercised	2.47
Weighted-Average Exercise Price, Cancelled or forfeited	9.15
Weighted-Average Exercise Price, Outstanding	5.98	$ 6.85
Weighted-Average Exercise Price, Options exercisable	$ 4.99
Weighted-Average Remaining Contractual Term (Years)	5 years 8 months 15 days	4 years 10 months 6 days
Weighted-Average Remaining Contractual Term (Years), Options exercisable	3 years 6 months 3 days
Aggregate Intrinsic Value, Outstanding	$ 10,647	$ 74,525
Aggregate Intrinsic Value, Options exercisable	$ 10,510

Stock-Based Compensation - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Detail)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
HSOP Plan[Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Weighted average expected term in years		8 years
Weighted average expected stock price volatility		70.00%
Risk-free interest rate, Minimum		(0.70%)
Risk-free interest rate, Maximum		(0.65%)
Expected dividend yield		0.00%
Service And Performance Based Options [Member] \| Two Thousand And Twenty Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Weighted average expected term in years	5 years 10 months 20 days	4 years 1 month 28 days
Weighted average expected stock price volatility	71.70%	80.00%
Risk-free interest rate, Minimum	1.46%	(0.76%)
Risk-free interest rate, Maximum	4.31%	1.33%
Expected dividend yield	0.00%	0.00%

Stock-Based Compensation - Summary of Employee Stock Ownership Plan (ESOP) Disclosures (Detail) - HSOP Shares [Member] - HSOP Plan[Member] - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of options,Beginning	7,046,496
Number of Options, Granted	0
Exercised	0
Number of Options, Cancelled or forfeited	(124,667)
Number of options,End	6,921,829	7,046,496
Number of Options,Options exercisable	5,983,060
Weighted- Average Exercise Price,Beginning	$ 6.64
Weighted- Average Exercise Price,Granted	0
Weighted-Average Exercise Price, Exercised	0
Weighted- Average Exercise Price, Cancelled or forfeited	6.63
Weighted- Average Exercise Price,End	6.64
Weighted- Average Exercise Price,Options exercisable	$ 6.64
Weighted- Average Remaining Contractual Term (Years)	13 years 3 days	14 years 3 days
Weighted- Average Remaining Contractual Term (Years),Options exercisable	13 years 3 days
Aggregate Intrinsic Value,Beginning	$ 6,961
Aggregate Intrinsic Value,End		$ 6,961

Stock-Based Compensation - Additional Information (Detail) $ in Millions		1 Months Ended	6 Months Ended	12 Months Ended
	Jan. 23, 2021 € / shares	Jan. 31, 2022 shares	Jun. 30, 2021	Dec. 31, 2022 USD ($) € / shares shares	Dec. 31, 2022 USD ($) shares	Dec. 31, 2021 USD ($)
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Unrecognized stock based compensation compensation \| $				$ 7.3	$ 7.3
Number of options outstanding, including both vested and non-vested options.				18,873,715	18,873,715
Three-Year Service Period [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross					563,959
One-Year Anniversary [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross					384,000
One to four year service period [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Number of options outstanding, including both vested and non-vested options.				15,882,029	15,882,029
Three To Four Year Service Period [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Number of options outstanding, including both vested and non-vested options.				1,617,399	1,617,399
Two Year Service Period
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share based payment arrangement, Options expected to vest outstanding				100,000	100,000
Service And Performance Based Options [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross					754,910
Other Subsidiaries Equity Plan
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Unrecognized stock based compensation compensation \| $				$ 0.6	$ 0.6
Unrecognized stock based compensation compensation, Expected period of recognition					1 year 4 months 24 days
Share based compensation expenses \| $					$ 0.7	$ 0.9
Performancebased vesting [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share based payment arrangement, Options expected to vest outstanding				673,534	673,534
specified performancebased vesting [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share based payment arrangement, Options expected to vest outstanding				216,756	216,756
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross					37,597
HSOP Plan[Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share based payment arrangements, Award vesting rights percentage			25.00%			12.50%
Unrecognized stock based compensation compensation \| $				$ 3.1	$ 3.1
Unrecognized stock based compensation compensation, Expected period of recognition					6 months
Employee stock ownership plan, Number of shares available for future issuance				257,419	257,419
Employee stock ownership plan, Weighted average purchase price of shares \| € / shares				$ 0.06
Employee stock ownership plan, Employer loan guarantee \| $				$ 0.5	$ 0.5
Percentage of per annum interest rate					2.00%
Share based payment arrangement, Shares issued in period					7,281,376
Share based compensation expenses \| $					$ 4.5	$ 21.1
HSOP Plan[Member] \| Non Recourse Loan [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Employee stock ownership plan, Weighted average purchase price of shares \| € / shares	€ 0.06
Percentage of compensation received	2.00%
Percentage of per annum interest rate					2.00%
HSOP Plan[Member] \| HSOP Shares [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share based payment arrangements, Equity instruments other than options granted					0
Number of share options exercised during the current period					0
Two Thousand And Twenty Incentive Plan [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Shares reserved for future issuance				22,658,192	22,658,192
Unrecognized stock based compensation compensation \| $				$ 71.6	$ 71.6
Unrecognized stock based compensation compensation, Expected period of recognition					1 year 10 months 6 days
Share based compensation expenses \| $					$ 37.1	$ 41.3
Number of options outstanding				0	0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross					11,446,193
Two Thousand And Twenty Incentive Plan [Member] \| One-Year Anniversary [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share based payment arrangement, Options expected to vest outstanding				384,000	384,000
Two Thousand And Twenty One Incentive Award Plan [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Shares reserved for future issuance				46,738,794	46,738,794
Number of options outstanding				32,837,138	32,837,138
Common stock, for issuance to executive officers		8,033,850

Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Operating Loss Carryforwards [Line Items]
Income Tax Expense (Benefit)	$ 6,229	$ 3,989
income tax rate	(4.61%)	2.92%
Valuation allowance	$ 95,678	$ 49,442
Unrecognized Tax Benefits	0	0
Unremitted earnings	$ 0	$ 0
Maximum [Member]
Operating Loss Carryforwards [Line Items]
Utilization of tax losses	80.00%
US \| Weighted Average [Member]
Operating Loss Carryforwards [Line Items]
Corporate Income tax	21.00%	21.00%
Germany \| Weighted Average [Member]
Operating Loss Carryforwards [Line Items]
Corporate Income tax	30.18%	30.18%
Corporate tax rate	15.83%	15.83%
Trade tax rate	14.35%	14.35%
United Kingdom \| Weighted Average [Member]
Operating Loss Carryforwards [Line Items]
Corporate Income tax	19.00%	19.00%
Australia \| Weighted Average [Member]
Operating Loss Carryforwards [Line Items]
Corporate Income tax	27.50%	27.50%
Singapore \| Weighted Average [Member]
Operating Loss Carryforwards [Line Items]
Corporate Income tax	17.00%

Income Taxes - Schedule of Income before Income Tax, German and Overseas (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Operating Loss Carryforwards [Line Items]
Germany	$ (55,845)	$ (89,061)
International	(79,337)	(47,540)
Total loss before income taxes	$ (135,182)	$ (136,601)

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 940
-SubTopic 20
-Section 25
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=126941158&loc=d3e41242-110953

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(10))
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+ Details

Income Taxes - Schedule of Components of Income Tax Provision (Benefit) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Current income tax provision (benefit):
Germany	$ 0	$ 0
International	1,155	1,117
Total current income tax provision:	1,155	1,117
Deferred income tax provision (benefit):
Germany	0	0
International	5,074	(5,106)
Total deferred income tax provision:	5,074	(5,106)
Total income tax provision:	$ 6,229	$ 3,989

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income (Loss), Including Portion Attributable to Noncontrolling Interest, before Tax [Abstract]
Income (Loss) Attributable to Parent, before Tax	$ (135,182)	$ (136,601)
German statutory rate	30.18%	30.18%
Expected income tax expense (benefit)	$ (40,791)	$ (41,220)
US state income taxes, net of US federal tax benefit and valuation allowance	(6,509)	132
International tax rate differential	7,276	4,222
IPR&D charges and acquisition adjustments	0	3,251
Effect of Australian R&D tax credit incentives	(338)	(3)
Fair value adjustments	(109)	2,934
Effect of consolidation and deconsolidation of subsidiaries	(1,394)	0
Effect of statutory to US GAAP accounting adjustments	98	(10,409)
Compensation Expenses not deductible under IRC Sections	411	1,690
Expenses not deductible for tax purposes	(324)	612
Effect of share-based compensation expense	216	192
Other	(758)	(657)
Change in valuation allowance	46,935	35,267
Total income tax expense:	$ 6,229	$ 3,989
Effective income tax rate:	(4.61%)	2.92%
Germany
Income (Loss), Including Portion Attributable to Noncontrolling Interest, before Tax [Abstract]
Income (Loss) Attributable to Parent, before Tax	$ (55,845)	$ (89,061)
Overseas
Income (Loss), Including Portion Attributable to Noncontrolling Interest, before Tax [Abstract]
Income (Loss) Attributable to Parent, before Tax	$ (79,337)	$ (47,540)

Income Taxes - Summary of components of deferred tax assets and deferred tax liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Intangible Assets	$ 0	$ 66
Share compensation	31,078	17,231
Capitalized research and experimentation expenses	11,975	0
Other deductible timing differences	1,864	829
Deferred Tax Assets, Gross, Total	101,062	57,893
Valuation allowance	(95,678)	(49,442)
Total deferred tax assets, net	5,384	8,451
Deferred tax liabilities:
Deferred Tax Liabilities, Intangible Assets	908	17
Unrealized foreign exchange	(4,472)	(3,326)
Outside basis differences in equity and other investments	(4)	(2)
Total deferred tax liabilities	(5,384)	(3,345)
Deferred Tax Assets, Net, Total	0	5,106
Germany
Deferred tax assets:
Deferred Tax Assets, Operating Loss Carryforwards	45,560	31,149
International
Deferred tax assets:
Deferred Tax Assets, Operating Loss Carryforwards	$ 10,585	$ 8,618

Income Taxes - Schedule of gross tax loss carryforward for tax return purpose (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Tax Credit Carryforward [Line Items]
Germany tax losses	$ 150,991	$ 103,232
Overseas tax losses	41,908	31,875
Tax Loss Carryforward, Total	$ 192,899	$ 135,107

Commitments and Contingencies - Additional Information (Detail) $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Lease Cost	$ 1.8

Net Loss Per Share - Summary of Basic and Diluted Net Loss Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Numerator:
Net loss	$ (157,417)	$ (174,244)
Net loss attributable to redeemable noncontrolling interests and noncontrolling interests	(5,032)	(6,436)
Net income attributable to ATAI Life Sciences N.V. shareholders - basic and diluted	$ (152,385)	$ (167,808)
Denominator:
Weighted average common shares outstanding attributable to ATAI Life Sciences N.V.Stockholders basic	155,719,585	138,265,859
Weighted average common shares outstanding attributable to ATAI Life Sciences N.V. Stockholders diluted	155,719,585	138,265,859
Net loss per share attributable to ATAI Life Sciences N.V. shareholders basic	$ (0.98)	$ (1.21)
Net loss per share attributable to ATAI Life Sciences N.V. shareholders diluted	$ (0.98)	$ (1.21)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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+ Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

+ Details

Net Loss Per Share - Schedule of Computation of Diluted net Income (Loss) Per Share Attributable to Common Shareholders (Detail) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	48,004,257	44,388,892
Options to purchase Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	34,880,604	26,687,820
HSOP options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	6,921,829	7,179,248
2018 Convertible Promissory Notes - Related Parties (Note 11)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	6,201,824	10,521,824

Net Loss Per Share - Additional Information (Detail) - shares		1 Months Ended	12 Months Ended
	Jun. 07, 2021	Nov. 30, 2020	Dec. 31, 2022	Dec. 31, 2021
Net Income (Loss) Per Share [Line Items]
Common stock, Conversion basis	1.6 to one			1 to 10 basis
Common Stock [Member]
Net Income (Loss) Per Share [Line Items]
Stock issued during period, convertible share		8,773,056	4,320,000	5,478,176
2018 Convertible Promissory Notes - Related Parties (Note 11) \| Common Stock [Member]
Net Income (Loss) Per Share [Line Items]
Stock issued during period, convertible share			387,614
Common stock, Conversion basis			one-for-sixteen

License Agreements - Additional Information (Detail) - USD ($) $ in Thousands			12 Months Ended
	Dec. 10, 2021	Aug. 31, 2017	Dec. 31, 2022	Dec. 31, 2021	Jun. 30, 2020	Feb. 29, 2020
License Agreements [Line Items]
Research and development expenses			$ 357	$ 15,480
ATAI Kures Inc. [Member] \| License Agreement Terms [Member]
License Agreements [Line Items]
Percentage of the common stock shares outstanding					5.00%
Research And Development Services [Member]
License Agreements [Line Items]
Research and development expenses			400	0
Otsuka Agreement [Member]
License Agreements [Line Items]
Revenue recognized upon performance obligation satisfied				19,700
Otsuka Agreement [Member] \| Research And Development Services [Member]
License Agreements [Line Items]
Contract with customer liability, revenue recognized			200	600
Accelerate License Agreement [Member]
License Agreements [Line Items]
Material Payment			0	0
Columbia Stock Purchase and License Agreement [Member]
License Agreements [Line Items]
Material Payment			0	0
Columbia Stock Purchase and License Agreement [Member] \| ATAI Kures Inc. [Member]
License Agreements [Line Items]
Research and development expenses			300
CHIBA License [Member]
License Agreements [Line Items]
Material Payment			0	0
Period of notice for termination of agremeent		90 days
Allergan License Agreement [Member]
License Agreements [Line Items]
Performance obligation						$ 500
Material Payment			0	0
Dalriada License Agreement [Member]
License Agreements [Line Items]
Research and development expenses			2,800	0
Service fees	$ 12,800
Dalriada License Agreement [Member] \| Service, Other [Member]
License Agreements [Line Items]
Service fees			0	0
Invyxis ESLA [Member]
License Agreements [Line Items]
Research and development expenses			600
Upfront deposit			1,100
Upfront Deposit Decreases			500
Clinical And Sale Milestones [Member] \| CHIBA License [Member]
License Agreements [Line Items]
Milestone payment payable		$ 1,200
Clinical And Sale Milestones [Member] \| CHIBA License [Member] \| License Agreement Terms [Member]
License Agreements [Line Items]
Milestone payment payable		$ 1,000
Otsuka [Member] \| Otsuka Agreement [Member]
License Agreements [Line Items]
Performance obligation				$ 20,000
Otsuka [Member] \| Otsuka Agreement [Member] \| Outset Of The Otsuka Agreement [Member]
License Agreements [Line Items]
Performance obligation			20,000
Otsuka [Member] \| Commercial Milestones [Member] \| Otsuka Agreement [Member]
License Agreements [Line Items]
Milestone payments, receivable			66,000
Otsuka [Member] \| Development And Regulatory Milestones [Member] \| Otsuka Agreement [Member]
License Agreements [Line Items]
Milestone payments, receivable			$ 35,000

Related Party Transactions - Additional Information (Detail) $ / shares in Units, $ in Thousands		1 Months Ended					3 Months Ended	12 Months Ended
	Jun. 10, 2021 USD ($) shares	Mar. 31, 2021 USD ($) shares	Jan. 31, 2021 USD ($) shares	Dec. 31, 2020 USD ($)	Sep. 30, 2020 USD ($)	Mar. 31, 2020 USD ($)	Mar. 31, 2021 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($) shares	Dec. 31, 2022 € / shares	Dec. 31, 2022 USD ($) $ / shares	Dec. 31, 2021 € / shares	Dec. 31, 2021 $ / shares	Jun. 07, 2021 € / shares	Mar. 31, 2021 € / shares	Mar. 31, 2021 $ / shares	Dec. 31, 2020 € / shares	Dec. 31, 2020 USD ($) $ / shares	Dec. 01, 2020 USD ($)	Nov. 30, 2020 $ / shares
Related Party Transaction [Line Items]
Debt instrument, face amount											$ 15,000
Issuance of common stock shares par value \| (per share)										€ 0.10	$ 0.12	€ 0.10	$ 0.12	€ 0.10
Proceeds from issuance of common stock		$ 152,200						$ 0	$ 409,884
Sale of stock issue price per share \| (per share)																	€ 4.69	$ 5.56
Stock issued during period, Value									140,868
Percentage of common stock reserved					27.00%
General and administrative expense								70,350	92,745
Perception December Two Thousand Twenty Convertible Note Agreement [Member]
Related Party Transaction [Line Items]
Debt instrument, face amount																			$ 12,000
Proceeds from licensing and collaboration arrangement	$ 20,000
Series A Preferred Stock [Member] \| Perception December Two Thousand Twenty Convertible Note Agreement [Member]
Related Party Transaction [Line Items]
Convertible notes conversion, shares issued \| shares	6,456,595
General and Administrative Expense [Member]
Related Party Transaction [Line Items]
stock-based compensation								700	$ 600
Common Stock [Member]
Related Party Transaction [Line Items]
Issuance of common shares, net of issuance costs ,Shares \| shares		13,419,360							0
Sale of stock issue price per share \| (per share)															€ 9.69	$ 11.71	€ 0.10			$ 5.56
Stock issued during period, Value									$ 0
Issuance Of Common Shares [Member] \| SMC advisory agreements [Member] \| Common Stock [Member]
Related Party Transaction [Line Items]
Advisory fees								4,500
Sonia Weiss Pick And Family [Member] \| Issuance Of Convertible Notes [Member] \| Perception Note Purchase Agreement [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt						$ 3,300
Founder [Member] \| Atai Formation [Member]
Related Party Transaction [Line Items]
Equity method investment, ownership percentage											19.70%	18.00%	18.00%
Galaxy NYC Based Multi Strategy Investment Firm [Member] \| Atai Formation [Member]
Related Party Transaction [Line Items]
Equity method investment, ownership percentage											6.50%	6.70%	6.70%
Perception [Member] \| Issuance Of Convertible Notes [Member] \| First Tranche [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt				$ 7,000
Perception [Member] \| Issuance Of Convertible Notes [Member] \| Second Tranche [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt									5,000
Perception [Member] \| Company And Other Investors [Member] \| Issuance Of Convertible Notes [Member]
Related Party Transaction [Line Items]
Debt instrument, face amount																		$ 12,000
Perception [Member] \| Company And Other Investors [Member] \| Issuance Of Convertible Notes [Member] \| Perception Note Purchase Agreement [Member]
Related Party Transaction [Line Items]
Debt instrument, face amount						3,900
Perception [Member] \| Company [Member] \| Issuance Of Convertible Notes [Member] \| First Tranche [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt				5,800
Perception [Member] \| Company [Member] \| Issuance Of Convertible Notes [Member] \| Second Tranche [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt									4,200
Perception [Member] \| Sonia Weiss Pick And Family [Member] \| Issuance Of Convertible Notes [Member] \| First Tranche [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt			$ 500
Perception [Member] \| Sonia Weiss Pick And Family [Member] \| Issuance Of Convertible Notes [Member] \| Second Tranche [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt									300
Perception [Member] \| Sonia Weiss Pick And Family [Member] \| Issuance Of Convertible Notes [Member] \| Perception Note Purchase Agreement [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt						300
Perception [Member] \| Other Investors [Member] \| Issuance Of Convertible Notes [Member] \| First Tranche [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt			100
Perception [Member] \| Other Investors [Member] \| Issuance Of Convertible Notes [Member] \| Second Tranche [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt									400
Perception [Member] \| Other Investors [Member] \| Issuance Of Convertible Notes [Member] \| Perception Note Purchase Agreement [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt						$ 300
Perception [Member] \| Apeiron Related Party [Member] \| Issuance Of Convertible Notes [Member] \| First Tranche [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt			200
Perception [Member] \| Apeiron Related Party [Member] \| Issuance Of Convertible Notes [Member] \| Second Tranche [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt									$ 200
Perception [Member] \| Other Investors Related To Company [Member] \| Issuance Of Convertible Notes [Member] \| First Tranche [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt				$ 400
Presight Roman Two LP [Member] \| Issuance Of Common Shares [Member] \| Common Stock [Member]
Related Party Transaction [Line Items]
Stock issued during period, Value		$ 13,900
Apeiron [Member]
Related Party Transaction [Line Items]
Proceeds from issuance of common stock			$ 12,200
Apeiron [Member] \| Series A Preferred Stock [Member] \| Perception December Two Thousand Twenty Convertible Note Agreement [Member]
Related Party Transaction [Line Items]
Convertible notes conversion, shares issued \| shares	27,809
Apeiron [Member] \| Common Stock [Member]
Related Party Transaction [Line Items]
Issuance of common shares, net of issuance costs ,Shares \| shares			2,133,328
Stock issued during period, Value					$ 10,500
Apeiron [Member] \| Issuance Of Common Shares [Member] \| Common Stock [Member]
Related Party Transaction [Line Items]
Stock issued during period, Value		$ 14,500
Apeiron [Member] \| Issuance Of Common Shares [Member] \| SMC advisory agreements [Member] \| Common Stock [Member]
Related Party Transaction [Line Items]
Advisory fees							$ 3,700
Mr Angermayer [Member] \| Consulting Agreement [Member]
Related Party Transaction [Line Items]
General and administrative expense								$ 600
Mr Angermayer [Member] \| Consulting Agreement [Member] \| Two Thousand And Twenty Incentive Plan [Member]
Related Party Transaction [Line Items]
Stock issued during period, share based payments \| shares			624,000
Sonia Weiss Pick And Family [Member] \| Series A Preferred Stock [Member] \| Perception December Two Thousand Twenty Convertible Note Agreement [Member]
Related Party Transaction [Line Items]
Convertible notes conversion, shares issued \| shares	440,415

Defined Contribution Plan (Additional Information) (Details) $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($)
Retirement Benefits [Abstract]
Labor and Related Expense	$ 0.5

Subsequent Events - Additional Information (Detail) - USD ($) $ in Thousands	1 Months Ended
	Feb. 28, 2023	Jan. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Deposit paid			$ 4,626	$ 2,692
Subsequent Event [Member]
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage	30.00%
Lessor, Operating Lease, Term of Contract	5 years
Operating Lease, Payments	$ 1,800
IntelGenx [Member] \| Subsequent Event [Member]
Payments to acquire notes receivable		$ 3,000

Stock-Based Compensation - Summary of restricted stock awards (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Options and Restricted Stock Awards [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Payment Arrangement, Expense	$ 42,375	$ 63,362
Atai ESOP [Member] \| Options and Restricted Stock Awards [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Payment Arrangement, Expense	37,130	41,343
Atai HSOP [Member] \| Options and Restricted Stock Awards [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Payment Arrangement, Expense	4,551	21,102
Other Subsidiaries Equity Plan
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Payment Arrangement, Expense	700	900
Other Subsidiaries Equity Plan \| Options and Restricted Stock Awards [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Payment Arrangement, Expense	694	917
Research and Development Expense [Member] \| Options and Restricted Stock Awards [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Payment Arrangement, Expense	16,324	19,339
Research and Development Expense [Member] \| Atai ESOP [Member] \| Options and Restricted Stock Awards [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Payment Arrangement, Expense	15,797	18,676
Research and Development Expense [Member] \| Other Subsidiaries Equity Plan \| Options and Restricted Stock Awards [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Payment Arrangement, Expense	527	662
General and Administrative Expense [Member] \| Options and Restricted Stock Awards [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Payment Arrangement, Expense	26,051	44,023
General and Administrative Expense [Member] \| Atai ESOP [Member] \| Options and Restricted Stock Awards [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Payment Arrangement, Expense	21,333	22,667
General and Administrative Expense [Member] \| Atai HSOP [Member] \| Options and Restricted Stock Awards [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Payment Arrangement, Expense	4,551	21,102
General and Administrative Expense [Member] \| Other Subsidiaries Equity Plan \| Options and Restricted Stock Awards [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-Based Payment Arrangement, Expense	$ 167	$ 255