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United States securities and exchange commission logo
May 30, 2024
Christopher Gibson
Chief Executive Officer and Director
Recursion Pharmaceuticals, Inc.
41 S Rio Grande Street
Salt Lake City, UT 84101
Re: Recursion
Pharmaceuticals, Inc.
Form 10-K for the
Fiscal Year Ended December 31, 2023
Filed February 29,
2024
File No. 001-40323
Dear Christopher Gibson:
We have limited our review of your filing to the financial
statements and related
disclosures and have the following comments.
Please respond to this letter within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe a
comment applies to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to this letter, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2023
Management's Discussion and Analysis of Financial Condition and Results
of Operations
Partnerships, page 154
1. You state throughout
the filing that you entered into a collaboration agreement with
Enamine in December
2023 to generate and design enriched compound libraries for the
global drug discovery
industry. Please tell us the terms of the agreement, the accounting
treatment thereof, and
why additional disclosure is not required in the filing, including the
financial statements.
Research and Development, page 157
2. Please confirm to us
that the $22.0 million upfront payment for the Tempus agreement,
which as disclosed on
page 149 was paid with the issuance of 3.2 million shares, was
recorded in research
and development expense. Confirm to us that you will disclose
your accounting policy
applicable to such upfront payments in future filings
or direct us to
existing disclosure. Also, please clarify to us, and in future filings, what
line
Christopher Gibson
Recursion Pharmaceuticals, Inc.
May 30, 2024
Page 2
item the payments made in connection with the Tempus agreement are
included in the
table on page 157 and why.
Consolidated Financial Statements
Consolidated Statements of Convertible Preferred Stock and Stockholders Equity,
page 171
3. In future filings, please correct the label Comprehensive Loss to
reflect that Net Loss and
not Comprehensive Loss is added to Accumulated Deficit in all periods
presented, or tell
us why your current presentation is adequate.
Note 8. Common Stock
NVIDIA Private Placement, page 185
4. You disclose on page 69 that in July 2023 you entered into a
collaboration agreement with
NVIDIA to accelerate the development of your groundbreaking AI
foundation models for
biology and chemistry using your supercomputer, BioHive-1, and
priority access on
NVIDIA DGX Cloud. Please tell us the following:
the terms of the collaboration agreement, the accounting treatment
thereof, and why
disclosure is not required in the filing, including the financial
statements, and
why none of the proceeds from the NVIDIA private placement are
required to be
allocated to the concurrent collaboration agreement under ASC
606-10-25-9.
Item 9A. Controls and Procedures
Management's Annual Report on Internal Control over Financial Reporting, page
196
5. In future filings on Form 10-K, please specifically state whether your
internal controls
over financial reporting are effective at the end of the reporting
period.
In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
Please contact Mary Mast at 202-551-3613 or Ibolya Ignat at 202-551-3636
with any
questions.
FirstName LastNameChristopher Gibson Sincerely,
Comapany NameRecursion Pharmaceuticals, Inc.
Division of
Corporation Finance
May 30, 2024 Page 2 Office of Life
Sciences
FirstName LastName