What changed in this filing

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Item 1. Financial Statements

2022-05-13 compared with 2021-11-12 · 378 added, 426 removed, 120 unchanged (87% of the section changed)

FINANCIAL STATEMENTS

accompanying consolidated financial statements have been prepared by the Company and are unaudited.

In the opinion of management, all

adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position at September 30, 2021

and December 31, 2020, and the results of operations and cash flows for the three and nine months ended September 30, 2021 and 2020,

respectively, have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance

with accounting principles generally accepted in the United States of America have been condensed or omitted.

It is suggested that these

financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s audited financial

statements for the year ended December 31, 2020 in the Company’s Annual Report on Form 10-K.

The results of operations for the

three and nine months ended September 30, 2021 are not necessarily indicative of the operating results for the full year.

Pharmaceuticals, Inc.

Consolidated Balance Sheets

in thousands, except share and per share data)

September 30,

The accompanying consolidated

financial statements have been prepared by the Company and are unaudited.

In the opinion of management, all adjustments (which include

only normal recurring adjustments) necessary to present fairly the financial position at March 31, 2022 and December 31, 2021, and the

results of operations and cash flows for the three months ended March 31, 2022 and 2021, respectively, have been made.

Certain information

and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted

in the United States of America have been condensed or omitted.

It is suggested that these financial statements be read in conjunction

with the financial statements and notes thereto included in the Company’s audited financial statements for the year ended December

31, 2021 in the Company’s Annual Report on Form 10-K.

The results of operations for the three months ended March 31, 2022 are not

necessarily indicative of the operating results for the full year.

Actinium Pharmaceuticals, Inc.

Condensed Consolidated Balance

(amounts in thousands, except share and per share

Current Assets:

1 unchanged sentence

Restricted cash - current

Security deposit

Prepaid expenses and other current assets

3 unchanged sentences

Finance leases right-of-use assets

Security deposit

Restricted cash

Liabilities and Stockholders’ Equity

1 unchanged sentence

Accounts payable and accrued expenses

Other liability

Operating leases current liability

1 unchanged sentence

Total Current Liabilities

Long-term operating leases obligations

Long-term finance leases obligations

Total Liabilities

Commitments and contingencies (Note 2)

Commitments and contingencies

Stockholders’ Equity:

Preferred stock, $ 0.001 par value;

50,000,000 shares authorized, 0 shares issued and

50,000,000 shares authorized, 0 shares issued and outstanding

Common stock, $ 0.001 par value;

5 unchanged sentences

Total Liabilities and Stockholders’ Equity

accompanying notes to the condensed consolidated financial statements.

Pharmaceuticals, Inc.

Consolidated Statements of Operations

in thousands, except share and per share data)

See accompanying notes to the condensed

consolidated financial statements.

Actinium Pharmaceuticals, Inc.

Condensed Consolidated Statements of

(amounts in thousands, except share and per share

Three Months Ended

September 30,

Nine months Ended

September 30,

Other revenue

8 unchanged sentences

Total other income

Deemed dividend for warrant down-round protection

Net loss applicable to common stockholders

Net loss per share of common stock – basic and diluted

Weighted average shares of common stock outstanding,

including outstanding pre-funded warrants– basic and

accompanying notes to the condensed consolidated financial statements.

Pharmaceuticals, Inc.

Consolidated Statement of Changes in Stockholders’ Equity

the Three and Nine months Ended September 30, 2021

in thousands, except share amounts)

Weighted average shares of common stock outstanding – basic and diluted

See accompanying notes to the condensed

consolidated financial statements.

Actinium Pharmaceuticals, Inc.

Condensed Consolidated Statement of

Changes in Stockholders’ Equity

For the Period from January 1, 2022 to March

(amounts in thousands, except share amounts)

Stockholders’

2 unchanged sentences

Stock-based compensation

Sale of common stock, net of costs

Balance, March 31, 2022

$ ( 260,877 )

Stock-based compensation

Sale of common stock, net of costs

Issuance of shares from exercise of stock

Balance, June 30, 2021

$ ( 241,315 )

Stock-based compensation

Sale of common stock, net of costs

Balance, September 30, 2021

$ ( 247,738 )

accompanying notes to the condensed consolidated financial statements.

Pharmaceuticals, Inc.

Consolidated Statement of Changes in Stockholders’ Equity

the Three and Nine months Ended September 30, 2020

in thousands, except share amounts)

See accompanying notes to the condensed

consolidated financial statements.

Actinium Pharmaceuticals, Inc.

Condensed Consolidated Statement of

Changes in Stockholders’ Equity

For the Period from January 1, 2021 to March

(amounts in thousands, except share amounts)

Stockholders’

Balance, January 1, 2021

$ ( 230,974 )

Stock-based compensation

1 unchanged sentence

Balance, March 31, 2021

Stock-based compensation

Issuance of common stock from exercise of pre-funded warrants

Sale of common stock and pre-funded

warrants, net of costs

Deemed dividend for warrant down-round protection provision

Balance, June 30, 2020

Stock-based compensation

Issuance of common stock from exercise of warrants and stock options

Issuance of common stock from exercise of pre-funded warrants

Costs related to prospectus filed on Form S-3

Balance, September 30, 2020

accompanying notes to the condensed consolidated financial statements.

Pharmaceuticals, Inc.

Consolidated Statements of Cash Flows

in thousands)

Nine months Ended

September 30,

Cash Flows From Operating Activities:

$ ( 236,294 )

See accompanying notes to the condensed

consolidated financial statements.

Actinium Pharmaceuticals, Inc.

Condensed Consolidated Statements of Cash

(amounts in thousands)

Three Months Ended

Cash Flows Used In Operating Activities:

Adjustments to reconcile net loss to net cash used in operating activities:

4 unchanged sentences

Accounts payable and accrued expenses

Other liability

Operating lease liabilities

3 unchanged sentences

Net Cash Used In Investing Activities

Cash Flows From Financing Activities:

Payments on note payable

Cash Flows Used In / From Financing Activities:

Payments on finance leases

Sales of shares of common stock and pre-funded warrants, net of costs

Sales of shares of common stock, net of costs

Proceeds from exercise of stock options

Proceeds from exercise of pre-funded warrants

Net Cash Provided By Financing Activities

Net Cash Used In / Provided By Financing Activities

Net change in cash, cash equivalents, and restricted cash

2 unchanged sentences

Supplemental disclosure of cash flow information:

Cash paid for interest on note payable

Cash paid for taxes

Supplemental disclosure of non-cash flow information:

Deemed dividend for warrant down-round protection provision

accompanying notes to the condensed consolidated financial statements.

Pharmaceuticals, Inc.

to Condensed Consolidated Financial Statements

1 - Description of Business and Summary of Significant Accounting Policies

Cash paid for interest

Cash paid for income taxes

See accompanying notes to the condensed

consolidated financial statements.

Actinium Pharmaceuticals, Inc.

Notes to Condensed Consolidated Financial

Note 1 - Description of Business and Summary

of Significant Accounting Policies

Nature of Business -

Actinium Pharmaceuticals, Inc.

(the “Company”, “Actinium”, or “We”) is a clinical-stage,

biopharmaceutical company applying its proprietary platform technology and deep understanding of radiobiology to the development of

novel targeted therapies known as ARCs or Antibody Radiation-Conjugates.

Radiation is an effective therapeutic modality that is used

in the treatment of over fifty percent of all cancer patients and often combined with chemotherapy and immunotherapy for greater

therapeutic effect.

ARCs combine the cell-killing ability of a radioisotope payload with a targeting agent, such as a monoclonal

antibody, or mAb, to deliver radiation inside the body to specific cells, to potentially generate greater efficacy and less

ARCs usage is broader than externally delivered radiation as they can be used for both solid tumors and blood cancers.

Blood or hematologic cancers are highly sensitive to radiation and our clinical pipeline is focused on ARCs targeting the antigens

CD45 and CD33, both of which are expressed in multiple hematologic cancers.

The Company’s clinical programs are focused on two

primary areas:

targeted conditioning prior to bone marrow transplant, adoptive cell or gene therapies and therapeutics, in

combination with other therapeutic modalities.

The Company’s product development strategy is actively informed by clinical

data with its ARCs in approximately 600 patients, including the pivotal Phase 3 SIERRA trial for the Company’s lead asset

Iomab-B, which completed enrollment of 150 patients in September 2021.

The clinical pipeline has emanated from its Antibody Warhead

Enabling (“AWE”) technology platform, which is protected by over 160 issued patents and pending patent applications,

trade secrets and know-how and is being utilized in a collaborative research partnership with Astellas Pharma, Inc.,

(“Astellas”).

The AWE technology platform is also being used to advance Actinium’s research objectives focused on

developing next-generation targeted radiotherapies.

of Presentation - Unaudited Interim Financial Information - The accompanying unaudited interim consolidated financial statements

and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S.

GAAP”) for interim financial information, and in accordance with the rules and regulations of the United States Securities and

Exchange Commission (the “SEC”) with respect to Form 10-Q and Article 10 of Regulation S-X.

Accordingly, they do not include

all of the information and footnotes required by U.S.

(the “Company” or “Actinium”) is a clinical-stage, biopharmaceutical company focused

on developing and potentially commercializing targeted radiotherapies for patients with unmet needs.

The Company applies its proprietary

technology platform consisting of over 190 patents, know-how and clinical experience in approximately 600 patients to develop novel therapies

for blood cancer and solid tumor indications.

Its clinical and preclinical development programs utilize multiple isotopes including Actinium-225,

Iodine-131 and Lutetium-177 directed at multiple validated cancer targets including CD45, CD33, CD38, CD47, HER2 and HER3 for targeted

conditioning prior to cell and gene therapies including bone marrow transplant and cancer therapeutics as single agents or in combination

with other therapeutic modalities.

Basis of Presentation -

Unaudited Interim Financial Information - The accompanying unaudited interim consolidated financial statements and related notes have

been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S.

interim financial information, and in accordance with the rules and regulations of the United States Securities and Exchange Commission

(the “SEC”) with respect to Form 10-Q and Article 10 of Regulation S-X.

Accordingly, they do not include all of the information

and footnotes required by U.S.

GAAP for complete financial statements.

The unaudited interim consolidated financial

statements furnished reflect all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary

for a fair statement of the results for the interim periods presented.

Interim results are not necessarily indicative of the results

for the full year.

These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated

financial statements and notes thereto contained in the Company’s annual report on Form 10-K for the year ended December 31, 2020.

of Consolidation - The consolidated financial statements include the Company’s accounts and those of the Company’s wholly

The unaudited interim consolidated financial statements furnished

reflect all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement

of the results for the interim periods presented.

Interim results are not necessarily indicative of the results for the full year.

unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and

notes thereto contained in the Company’s annual report on Form 10-K for the year ended December 31, 2021.

Principles of Consolidation

- The unaudited interim consolidated financial statements include the Company’s accounts and those of the Company’s wholly

owned subsidiaries.

of Estimates in Financial Statement Presentation - The preparation of these consolidated financial statements in conformity with

GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date

of the consolidated financial statements and the reported amounts of expenses during the reporting period.

Actual results could differ

from those estimates.

of COVID–19 Pandemic on Financial Statements - The global health crisis caused by the novel coronavirus

(“COVID-19”) pandemic and its resurgences has and may continue to negatively impact global economic activity, which,

despite progress in vaccination efforts, remains uncertain and cannot be predicted with confidence.

In addition, the Delta variant

of COVID-19, which appears to be the most transmissible variant to date, has spread globally.

The full impact of the Delta variant

cannot be predicted at this time, and could depend on numerous factors, including vaccination rates among the population, the

effectiveness of COVID-19 vaccines against the Delta variant and the response by governmental bodies and regulators.

countries around the world have continued to impose quarantines and restrictions on travel and mass gatherings to slow the spread of

Accordingly, the Company’s ability to continue to operate its business may also be limited.

Such events may result in

a period of business, supply and drug product manufacturing disruption, and in reduced operations, any of which could materially affect

the Company’s business, financial condition and results of operations.

In response to COVID-19, the Company implemented remote

working and thus far, has not experienced a significant disruption or delay in its operations as it relates to the clinical development

or drug production of our drug candidates.

A continuation or worsening of the levels of market disruption and volatility seen in

the recent past could have an adverse effect on the Company’s ability to access capital, which could in the future negatively affect

the Company’s liquidity.

In addition, a recession or market correction resulting from the spread of COVID-19 could materially affect

the Company’s business and the value of the Company’s common stock.

Additionally,

COVID-19 may result in delays in receiving approvals from local and foreign regulatory authorities, delays in necessary interactions

with IRB’s or Institutional Review Boards, local and foreign regulators, ethics committees and other important agencies and contractors

due to limitations in employee resources or forced furlough of government employees.

date, COVID-19 has not had a financial impact on the Company.

The Company continues to monitor the impacts of COVID-19 on the global

economy and on its business operations.

However, at this time, it is difficult to predict how long the potential operational impacts

of COVID-19 will last or to what degree further disruption might impact the Company’s operations and financial results.

Cash Equivalents and Restricted Cash - The Company considers all highly liquid accounts with original maturities of three months

or less to be cash equivalents.

Balances held by the Company are typically in excess of Federal Deposit Insurance Corporation insured

following is a summary of cash, cash equivalents and restricted cash at September 30, 2021 and December 31, 2020:

Use of Estimates in Financial

Statement Presentation - The preparation of these unaudited interim consolidated financial statements in conformity with U.S.

requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated

financial statements and the reported amounts of expenses during the reporting period.

Actual results could differ from those estimates.

Impact of COVID–19

Pandemic on Financial Statements - The global health crisis caused by the novel coronavirus (“COVID-19”) pandemic and

its resurgences has and may continue to negatively impact global economic activity, which, despite progress in vaccination efforts, remains

uncertain and cannot be predicted with confidence.

In addition, the Omicron variants of COVID-19, which appears to be the most transmissible

variants to date, has spread globally.

The full impact of the Omicron variants, or any subsequent variants, cannot be predicted at this

time, and could depend on numerous factors, including vaccination rates among the population, the effectiveness of COVID-19 vaccines against

the Omicron variants and subsequent variants and the response by governmental bodies and regulators.

Many countries around the

world have continued to impose quarantines and restrictions on travel and mass gatherings to slow the spread of the virus.

the Company’s ability to continue to operate its business may also be limited.

Such events may result in a period of business, supply

and drug product manufacturing disruption, and in reduced operations, any of which could materially affect the Company’s business,

financial condition and results of operations.

In response to COVID-19, the Company implemented hybrid working for its office-based staff,

while its research staff has been actively working in its laboratory throughout the pandemic and thus far, has not experienced a significant

disruption or delay in its operations as it relates to the clinical development, preclinical research or drug production of its drug candidates.

continuation or worsening of the levels of market disruption and volatility seen in the recent past could have an adverse effect on the

Company’s ability to access capital, which could in the future negatively affect the Company’s liquidity.

In addition, a recession

or market correction resulting from the spread of COVID-19 could materially affect the Company’s business and the value of the Company’s

common stock.

Additionally, COVID-19 may

result in delays in receiving approvals from local and foreign regulatory authorities, delays in necessary interactions with IRB’s

or Institutional Review Boards, local and foreign regulators, ethics committees and other important agencies and contractors due to limitations

in employee resources or forced furlough of government employees.

To date, COVID-19 has not

had a financial impact on the Company.

The Company continues to monitor the impacts of COVID-19 on the global economy and on its business

However, at this time, it is difficult to predict how long the potential operational impacts of COVID-19 will last or to what

degree further disruption might impact the Company’s operations and financial results.

Cash, Cash Equivalents

and Restricted Cash - The Company considers all highly liquid accounts with original maturities of three months or less to be cash

Balances held by the Company are typically in excess of Federal Deposit Insurance Corporation insured limits.

The following is a summary

of cash, cash equivalents and restricted cash at March 31, 2022 and December 31, 2021:

(in thousands)

September 30,

Cash and cash equivalents

Restricted cash – current

Restricted cash – long-term

Cash, cash equivalents and restricted cash

restricted cash relates to credit card accounts, while long-term restricted cash relates to a certificate of deposit held as collateral

for a letter of credit issued in connection with the Company’s lease for corporate office space.

- The Company has operating and finance leases for corporate office space, office equipment and furniture located at the corporate

office space.

Restricted cash - current

relates to a certificate of deposit held as collateral for a letter of credit issued in connection with the Company’s lease for

corporate office space.

Company has operating and finance leases for corporate office space, office equipment and furniture located at the corporate office space.

Leases with an initial term of 12 months or less are not recorded on the balance sheet;

lease expense for these leases

is recognized on a straight-line basis over the lease term.

See Note 3 for additional information.

Value of Financial Instruments - Fair value is defined as the price that would be received to sell an asset, or paid to transfer

a liability, in an orderly transaction between market participants.

A fair value hierarchy has been established for valuation inputs

that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable

Recognition - The Company recognizes revenue in accordance with Accounting Standards Codification (ASC) Topic 606, Revenue From

Contracts With Customers (“ASC 606”).

Under ASC 606, an entity recognizes revenue when its customer obtains control of

promised goods or services, in an amount that reflects the consideration that the entity expects to receive in exchange for those goods

To determine revenue recognition for arrangements within the scope of ASC 606, the entity performs the following five steps:

(i) identify the contract(s) with a customer;

lease expense for these leases is recognized on

a straight-line basis over the lease term.

Fair Value of Financial

Instruments - Fair value is defined as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly

transaction between market participants.

A fair value hierarchy has been established for valuation inputs that gives the highest priority

to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs.

Revenue Recognition -

The Company recognizes revenue in accordance with Accounting Standards Codification (ASC) Topic 606, Revenue From Contracts With Customers

Under ASC 606, an entity recognizes revenue when its customer obtains control of promised goods or services,

in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services.

revenue recognition for arrangements within the scope of ASC 606, the entity performs the following five steps:

(i) identify the contract(s)

with a customer;

(ii) identify the performance obligations in the contract;

(iii) determine the transaction

price, including variable consideration, if any;

(iii) determine the transaction price, including variable

consideration, if any;

(iv) allocate the transaction price to the performance obligations in the contract;

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

The Company only applies the five-step model to contracts

when it is probable that the entity will collect the consideration to which it is entitled in exchange for the goods or services it transfers

to the customer.

contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses whether the promised goods

or services promised within each contract are distinct and, therefore, represent a separate performance obligation.

Goods and services

that are determined not to be distinct are combined with other promised goods and services until a distinct bundle is identified.

determining whether goods or services are distinct, the Company evaluates certain criteria, including whether (i) the customer can

benefit from the good or service either on its own or together with other resources that are readily available to the customer (capable

of being distinct) and (ii) the good or service is separately identifiable from other goods or services in the contract (distinct

in the context of the contract).

Company then determines the transaction price, which is the amount of consideration it expects to be entitled from a customer in exchange

for the promised goods or services for each performance obligation and recognizes the associated revenue as each performance obligation

is satisfied.

The Company’s estimate of the transaction price for each contract includes all variable consideration to which it

expects to be entitled.

Variable consideration includes payments in the form of collaboration milestone payments.

If an arrangement includes

collaboration milestone payments, the Company evaluates whether the milestones are considered probable of being reached 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.

606 requires the Company to allocate the arrangement consideration on a relative standalone selling price basis for each performance

obligation after determining the transaction price of the contract and identifying the performance obligations to which that amount should

be allocated.

The relative standalone selling price is defined in the revenue standard as the price at which an entity would sell a promised

good or service separately to a customer.

The Company then recognizes as revenue the amount of the transaction price that is allocated

to the respective performance obligation as each performance obligation is satisfied, either at a point in time or over time, and if

over time, recognition is based on the use of an output or input method.

Collaborative

Arrangements - The Company follows the accounting guidance for collaboration agreements with third parties, which requires that certain

transactions between the Company and collaborators be recorded in its consolidated statements of operations and comprehensive loss on

either a gross basis or net basis, depending on the characteristics of the collaborative relationship, and requires enhanced disclosure

of collaborative relationships.

The Company evaluates its collaboration agreements for proper classification in its consolidated statements

of operations and comprehensive loss based on the nature of the underlying activity.

When the Company has concluded that it has a customer

relationship with one of its collaborators, the Company follows the guidance of ASC 606 .

Revenue – The Company has a grant from a government-sponsored entity for research and development related activities

that provide for payments for reimbursed costs, which includes overhead and general and administrative costs as well as an administrative

The Company recognizes revenue from grants as it performs services under this arrangement.

and (v) recognize revenue as

the entity satisfies a performance obligation.

The Company only applies the five-step model to contracts when it is probable that the

entity will collect the consideration to which it is entitled in exchange for the goods or services it transfers to the customer.

At contract inception, once

the contract is determined to be within the scope of ASC 606, the Company assesses whether the promised goods or services promised within

each contract are distinct and, therefore, represent a separate performance obligation.

Goods and services that are determined not

to be distinct are combined with other promised goods and services until a distinct bundle is identified.

In determining whether goods

or services are distinct, the Company evaluates certain criteria, including whether (i) the customer can benefit from the good or

service either on its own or together with other resources that are readily available to the customer (capable of being distinct) and

(ii) the good or service is separately identifiable from other goods or services in the contract (distinct in the context of the

The Company then determines

the transaction price, which is the amount of consideration it expects to be entitled from a customer in exchange for the promised goods

or services for each performance obligation and recognizes the associated revenue as each performance obligation is satisfied.

The Company’s

estimate of the transaction price for each contract includes all variable consideration to which it expects to be entitled.

Variable consideration

includes payments in the form of collaboration milestone payments.

If an arrangement includes collaboration milestone payments, the Company

evaluates whether the milestones are considered probable of being reached 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.

ASC 606 requires the Company

to allocate the arrangement consideration on a relative standalone selling price basis for each performance obligation after determining

the transaction price of the contract and identifying the performance obligations to which that amount should be allocated.

standalone selling price is defined in the revenue standard as the price at which an entity would sell a promised good or service separately

to a customer.

The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance

obligation as each performance obligation is satisfied, either at a point in time or over time, and if over time, recognition is based

on the use of an output or input method.

Collaborative Arrangements

- The Company follows the accounting guidance for collaboration agreements with third parties, which requires that certain transactions

between the Company and collaborators be recorded in its consolidated statements of operations and comprehensive loss on either a gross

basis or net basis, depending on the characteristics of the collaborative relationship, and requires enhanced disclosure of collaborative

relationships.

The Company evaluates its collaboration agreements for proper classification in its consolidated statements of operations

and comprehensive loss based on the nature of the underlying activity.

When the Company has concluded that it has a customer relationship

with one of its collaborators, the Company follows the guidance of ASC 606 .

Grant Revenue –

The Company has a grant from a government-sponsored entity for research and development related activities that provide for payments

for reimbursed costs, which includes overhead and general and administrative costs as well as an administrative fee.

The Company recognizes

revenue from grants as it performs services and all conditions are met under this arrangement.

Associated expenses are recognized when

1 unchanged sentence

Revenue and related expenses are presented gross in the consolidated statements of operations.

and Development Costs - Research and development costs are expensed as incurred.

These costs include the costs of manufacturing drug

product, the costs of clinical trials, costs of employees and associated overhead, and depreciation and amortization costs related to

facilities and equipment.

Research and development reimbursements are recorded by the Company as a reduction of research and development

Payments - The Company estimates the fair value of each stock option award at the grant date by using the Black-Scholes option pricing

The fair value determined represents the cost for the award and is recognized over the vesting period during which an employee

is required to provide service in exchange for the award.

Research and Development

Costs - Research and development costs are expensed as incurred.

These costs include the costs of manufacturing drug product, the

costs of clinical trials, costs of employees and associated overhead, and depreciation and amortization costs related to facilities and

Research and development reimbursements are recorded by the Company as a reduction of research and development costs.

Share-Based Payments -

The Company estimates the fair value of each stock option award at the grant date by using the Black-Scholes option pricing model.

fair value determined represents the cost for the award and is recognized over the vesting period during which an employee is required

to provide service in exchange for the award.

The Company accounts for forfeitures of stock options as they occur.

Loss Per Common Share - Basic loss per common share is computed by dividing the net loss available to common stockholders by the

weighted average number of shares of common stock outstanding during the reporting period.

For periods of net income, and when the effects

are not anti-dilutive, diluted earnings per share is computed by dividing net income available to common stockholders by the weighted-average

number of shares outstanding plus the impact of all potential dilutive common shares, consisting primarily of common shares underlying

common stock options and warrants using the treasury stock method.

The Company issued pre-funded warrants in April 2020 and June 2020

that were considered outstanding shares for the purposes of calculating net loss per common share for the three months and nine months

ended September 30, 2020, see Note 5 for additional information.

As of December 31, 2020, all of the pre-funded warrants were exercised

and there were no pre-funded warrants outstanding during the nine months ended September 30, 2021.

periods of net loss, diluted loss per share is calculated similarly to basic loss per share because the impact of all potential dilutive

common shares is anti-dilutive.

For the three months and nine months ended September 30, 2021 and 2020, the Company’s potentially

dilutive shares, which include outstanding common stock options and warrants have not been included in the computation of diluted net

loss per share as the result would have been anti-dilutive.

As of September 30, 2021 and 2020, outstanding options and warrants are as

Net Loss Per Common Share

- Basic loss per common share is computed by dividing the net loss available to common stockholders by the weighted average number of

shares of common stock outstanding during the reporting period.

For periods of net loss, diluted loss per share is calculated similarly

to basic loss per share because the impact of all potential dilutive common shares is anti-dilutive.

For the three months ended March

31, 2022 and 2021, the Company’s potentially dilutive shares, which include outstanding common stock options and warrants, have

not been included in the computation of diluted net loss per share as the result would have been anti-dilutive.

(in thousands)

September 30,

Standards Recently Adopted - In August 2020, FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic

470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40):

Accounting for Convertible Instruments

and Contracts in an Entity’s Own Equity , which, among other things, provides guidance on how to account for contracts on an

entity’s own equity.

This ASU simplifies the accounting for certain financial instruments with characteristics of liabilities and

Specifically, the ASU eliminated the need for the Company to assess whether a contract on the entity’s own equity (1) permits

settlement in unregistered shares, (2) whether counterparty rights rank higher than shareholder’s rights, and (3) whether collateral

In addition, the ASU requires incremental disclosure related to contracts on the entity’s own equity and clarifies

the treatment of certain financial instruments accounted for under this ASU on earnings per share.

This ASU may be applied on a full

retrospective of modified retrospective basis.

This ASU is effective January 1, 2022 and interim periods presented, although early adoption

of this ASU was permitted effective January 1, 2021.

The Company early adopted this standard effective January 1, 2021 and the standard

did not have a significant impact on the Company’s financial statements.

Standards Recently Issued - In May 2021, FASB issued ASU 2021-04, Earnings Per Share (topic 260), Debt — Modifications and

Extinguishments (Subtopic 470-50), Compensation – Stock Compensation (Topic 718) and Derivatives and Hedging – Contracts

in an Entity’s Own Equity (Subtopic 815-40) – Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding

Equity-Classified Written Call Options , which provides guidance of a modification or an exchange of a freestanding equity-classified

written call option that remains equity classified after modification or exchange as (1) an adjustment to equity and, if so, the related

earnings per share (EPS) effects, if any, or (2) an expense and, if so, the manner and pattern of recognition.

The amendments in this

ASU are effective January 1, 2022, including interim periods.

Early adoption is permitted.

The Company will apply the amendments prospectively

to modifications or exchanges occurring on or after January 1, 2022.

The Company will evaluate the impact of ASU 2017-09 on any future

changes to the terms and conditions of its warrants.

2 - Commitments and Contingencies

Company has entered into agreements with third parties for the rights to certain intellectual property, manufacturing and clinical trial

services under which the Company may incur obligations to make payments including upfront payments as well as milestone and royalty payments.

A notable inclusion in this category is:

On June 15, 2012, the Company entered

into a license and sponsored research agreement with Fred Hutchinson Cancer Research Center (“FHCRC”) to build upon previous

and ongoing clinical trials with BC8 (licensed antibody), currently known as apamistamab.

Accounting Standards

Recently Adopted – In May 2021, FASB issued ASU 2021-04, Earnings Per Share (topic 260), Debt — Modifications and Extinguishments

(Subtopic 470-50), Compensation – Stock Compensation (Topic 718) and Derivatives and Hedging – Contracts in an Entity’s

Own Equity (Subtopic 815-40) – Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified

Written Call Options , which provides guidance of a modification or an exchange of a freestanding equity-classified written call option

that remains equity classified after modification or exchange as (1) an adjustment to equity and, if so, the related earnings per share

(EPS) effects, if any, or (2) an expense and, if so, the manner and pattern of recognition.

The amendments in this ASU are effective January

1, 2022, including interim periods.

The Company adopted this standard effective January 1, 2022 and the standard did not have a material

effect on the Company’s financial statements.

In November 2021, the FASB

issued ASU 2021-10, Government Assistance (Topic 832), Disclosures by Business Entities about Government Assistance , which provides

guidance on disclosure requirements to entities other than not-for-profit entities about transaction with a government that are accounted

for by applying a grant or contribution accounting model by analogy.

ASU 2021-10 requires an entity to make annual disclosures related

to (1) the nature of the transactions and the related accounting policy used to account for the government transactions, (2) quantification

and disclosure of amounts related to the government transactions included in balance sheet and income statement financial statement line

items, and (3) significant terms and conditions of the government transactions, including commitments and contingencies.

The amendments

of ASU 2021-10 are effective January 1, 2022, including interim periods.

The Company adopted this standard effective January 1, 2022 and

the standard did not have a material impact on the Company’s financial statements.

Accounting Standards Recently

Issued – In October 2021, FASB issued ASU 2021-08, Business Combinations (Topic 805), Account for Contract Assets and Contract

Liabilities from Contracts with Customers , which provides guidance on accounting for contract assets and contract liabilities acquired

in a business combination in accordance with ASC 606.

To achieve this, an acquirer may assess how the acquiree applied ASC 606 to determine

what to record for the acquired revenue contracts.

Generally, this should result in an acquirer recognizing and measuring the acquired

contract assets and contract liabilities consistent with how they were recognized and measured in the acquiree’s financial statements.

The amendments of ASU 2021-08 are effective January 1, 2023, including interim periods.

Early adoption is permitted, including adoption

in an interim period.

The Company will evaluate the impact of ASU 2021-08 on any future business combinations the Company may enter in

Note 2 - Commitments and Contingencies

On June 15, 2012,

the Company entered into a license and sponsored research agreement with Fred Hutchinson Cancer Research Center (“FHCRC”)

to build upon previous and ongoing clinical trials with apamistamab (licensed antibody).

FHCRC has completed both a Phase 1 and Phase

2 clinical trial with apamistamab.

The Company has been granted exclusive rights to the apamistamab antibody and related master cell bank developed by

A milestone payment of $ 1 million will be due to FHCRC upon FDA approval of the first drug utilizing the licensed apamistamab

The Company has been granted exclusive rights to the antibody and related master cell bank developed

A milestone payment of $ 1 million will be due to FHCRC upon U.S.

Food and Drug Administration (“FDA”) approval of

the first drug utilizing the licensed antibody.

Upon commercial sale of the drug, royalty payments of 2% of net sales will be due to FHCRC.

Company determines if an arrangement is a lease at inception.

This determination generally depends on whether the arrangement conveys

to the Company the right to control the use of a fixed asset for a period of time in exchange for consideration.

Control of an underlying

asset is conveyed to the Company if the Company obtains the rights to direct the use of and to obtain substantially all of the economic

benefits from using the underlying asset.

The Company has lease agreements which include lease and non-lease components, which the Company

has elected to account for as a single lease component for all classes of underlying assets.

Lease expense for variable lease components

are recognized when the obligation is probable.

assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term.

requires a lessee to discount its unpaid lease payments using the interest rate implicit in the lease or, if that rate cannot be readily

determined, its incremental borrowing rate.

As an implicit interest rate is not readily determinable in the Company’s leases, the

incremental borrowing rate is used based on the information available at commencement date in determining the present value of lease

lease term for all of the Company’s leases includes the non-cancellable period of the lease plus any additional periods covered

by either a Company option to extend (or not to terminate) the lease that the Company is reasonably certain to exercise, or an option

to extend (or not to terminate) the lease controlled by the lessor.

Options for lease renewals have been excluded from the lease term

(and lease liability) for the majority of the Company’s leases as the reasonably certain threshold is not met.

September 30, 2021, the Company has an operating lease for corporate office space and two finance leases for office equipment and furniture

located in the corporate office space.

In addition, the Company has auxiliary corporate office space that it rents on a month-to-month

this rental is accounted for as an operating lease with the same term as the Company’s main office in the same building.

components of lease expense are as follows:

Note 3 - Leases

The Company determines if

an arrangement is a lease at inception.

This determination generally depends on whether the arrangement conveys to the Company the right

to control the use of a fixed asset for a period of time in exchange for consideration.

Control of an underlying asset is conveyed to

the Company if the Company obtains the rights to direct the use of and to obtain substantially all of the economic benefits from using

the underlying asset.

The Company has lease agreements which include lease and non-lease components, which the Company has elected to

account for as a single lease component for all classes of underlying assets.

Lease expense for variable lease components are recognized

when the obligation is probable.

Right-of-use assets and liabilities

are recognized at commencement date based on the present value of lease payments over the lease term.

ASC 842 requires a lessee to discount

its unpaid lease payments using the interest rate implicit in the lease or, if that rate cannot be readily determined, its incremental

borrowing rate.

As an implicit interest rate is not readily determinable in the Company’s leases, the incremental borrowing rate

is used based on the information available at commencement date in determining the present value of lease payments.

The lease term for all of

the Company’s leases includes the non-cancellable period of the lease plus any additional periods covered by either a Company option

to extend (or not to terminate) the lease that the Company is reasonably certain to exercise, or an option to extend (or not to terminate)

the lease controlled by the lessor.

Options for lease renewals have been excluded from the lease term (and lease liability) for the majority

of the Company’s leases as the reasonably certain threshold is not met.

At March 31, 2022, the Company

has an operating lease for corporate office space and two finance leases for office equipment and furniture located in the corporate office

In addition, the Company has auxiliary corporate office space that it rents on a month-to-month basis;

this rental is accounted

for as an operating lease with the same term as the Company’s main office in the same building.

The components of lease expense are as follows:

Three months ended

Nine months ended

(in thousands)

September 30,

Operating lease expense

3 unchanged sentences

Total finance lease cost

cash flow information related to leases are as follows:

flow information:

Nine months ended

Supplemental cash flow information related to leases

are as follows:

Cash flow information:

Three months ended

(in thousands)

September 30,

Cash paid for amounts included in the measurement of lease liabilities:

6 unchanged sentences

Finance Leases

average remaining lease terms are as follows at September 30, 2021:

Weighted average remaining lease terms are as follows

at March 31, 2022:

Weighted average remaining lease term:

1 unchanged sentence

Finance Leases

the rate implicit in the leases was not readily determinable, the Company used its incremental borrowing rate based on the information

available in determining the present value of lease payments.

The Company’s incremental borrowing rate was based on the term of

the lease, the economic environment of the lease and reflect the rate the Company would have had to pay to borrow on a secured basis.

As the interest rate implicit

in the leases was not readily determinable at the time that the leases were evaluated, the Company used its incremental borrowing rate

based on the information available in determining the present value of lease payments.

The Company’s incremental borrowing rate

was based on the term of the lease, the economic environment of the lease and reflect the rate the Company would have had to pay to borrow

on a secured basis.

Below is information on the weighted average discount rates used at the time that the leases were evaluated:

2 unchanged sentences

Finance Leases

of lease liabilities are as follows:

Maturities of lease liabilities

are as follows:

(in thousands)

Year ending December 31,

2021 (excluding nine months ended September 30, 2021)

Operating Leases

Finance Leases

2022 (excluding three months ended March 31, 2022)

Total lease payments

1 unchanged sentence

Present value of lease liabilities

4 - Other revenue

Company has a grant from a government-sponsored entity for research and development related activities that provide for payments for

reimbursed costs, which includes overhead and general and administrative costs as well as an administrative fee.

The Company recognizes

revenue from grants as it performs services under this arrangement.

Associated expenses are recognized when incurred as research and

development expense.

Revenue of $ 0.2 million was recognized during the three and nine months ended September 30, 2021.

Company determined that certain collaborations with a third-party are within the scope of ASC 606.

The collaboration agreement is made

up of multiple modules related to various research activities.

The Company identified a single performance obligation to provide research

services within each module for which the Company receives monetary consideration.

The third-party can choose to proceed with each module

or can terminate the agreement at any time.

The Company recognizes revenue for each module on a straight-line basis over the expected

module period.

Revenue for succeeding modules is not recognized until all contingencies are resolved, inclusive of the third-party’s

ability to terminate the module.

The consideration is recognized to revenue over each module and revenue recognized during the nine months

ended September 30, 2021 was $ 0.9 million.

In August 2020, the Company entered

into the Capital on Demand™ Sales Agreement with JonesTrading Institutional Services LLC (“JonesTrading”), pursuant

to which the Company may sell, from time to time, through or to JonesTrading, up to an aggregate of $ 200 million of its common stock.

Shares of common stock are offered pursuant to the Company’s shelf registration statement on Form S-3 filed with the SEC on August

As of December 31, 2020, the Company had sold 2.1 million shares of common stock, resulting in gross proceeds of $ 22.6 million

and net proceeds of $ 21.7 million.

For the nine months ended September 30, 2021, the Company sold 4.5 million shares of common stock,

resulting in gross proceeds of $ 35.6 million and net proceeds of $ 34.5 million.

April 24, 2020, the Company issued and sold 4.3 million shares of common stock and 2.8 million pre-funded warrants to purchase shares

of common stock.

The price to the public in this offering for each share of common stock was $ 4.50 and for each pre-funded warrant was

Each pre-funded warrant had an exercise price of $ 0.003 per share and was exercisable immediately upon issuance.

Gross proceeds

from this offering were $ 31.6 million, before deducting underwriting discounts and commissions and other offering expenses payable by

Net proceeds from this offering were $ 29.1 million.

the nine months ended September 30, 2020, holders of 1.4 million pre-funded April 2020 warrants exercised their warrants at $ 0.003 per

share and received 1.4 million shares of common stock.

June 19, 2020, the Company issued and sold 1.9 million shares of common stock and 0.7 million pre-funded warrants to purchase shares

of common stock.

The price to the public in this offering for each share of common stock was $ 9.75 and for each pre-funded warrant was

Each pre-funded warrant had an exercise price of $ 0.003 per share and was exercisable immediately upon issuance.

Gross proceeds

from this offering were $ 25.0 million, before deducting underwriting discounts and commissions and other offering expenses payable by

Net proceeds from this offering were $ 23.0 million.

the nine months ended September 30, 2020, holders of 0.2 million pre-funded June 2020 warrants exercised their warrants at $ 0.003 per

share and received 0.2 million shares of common stock.

following is a summary of stock option activity for the nine months ended September 30, 2021:

Note 4 – Other revenue

The Company determined that

certain collaborations with a third party are within the scope of ASC 606.

The collaboration agreement is made up of multiple modules

related to various research activities.

The Company identified a single performance obligation to provide research services within each

module for which the Company receives monetary consideration.

The third party can choose to proceed with each module or can terminate

the agreement at any time.

The Company recognizes revenue for each module on a straight-line basis over the expected module period.

for succeeding modules is not recognized until all contingencies are resolved, inclusive of the third party’s ability to terminate

Other revenue recognized during the three months ended March 31, 2022 and March 31, 2021 was $ 0.8 million and $ 0.6 million

respectively.

The Company has a grant from

a government-sponsored entity for research and development related activities that provide for payments for reimbursed costs, which includes

overhead and general and administrative costs as well as an administrative fee.

The Company recognizes revenue from grants as it performs

services under this arrangement.

Associated expenses are recognized when incurred as research and development expense.

Other revenue of

$ 0.1 million was recognized for the three months ended March 31, 2022.

There was no other revenue recognized from a grant from a government-sponsored

entity for the three months ended March 31, 2021.

Note 5 - Equity

In August 2020 the Company

entered into the Capital on Demand™ Sales Agreement with JonesTrading Institutional Services LLC, or JonesTrading, pursuant to which

the Company may sell, from time to time, through or to JonesTrading, up to an aggregate of $ 200 million of its common stock.

common stock are offered pursuant to a shelf registration statement on Form S-3 filed with the SEC on August 7, 2020.

As of December 31,

2021, the Company had sold 6.7 million shares of common stock, resulting in gross proceeds of $ 59.1 million and net proceeds of $ 57.0

For the three months ended March 31, 2022, there were no sales of shares of common stock.

For the three months ended March 31,

2021, the Company sold 1.7 million shares of common stock, resulting in gross proceeds of $ 14.8 million and net proceeds of $ 14.4 million.

Stock Options

The following is a summary

of stock option activity for the three months ended March 31, 2022:

(in thousands, except for per-share amounts)

1 unchanged sentence

Outstanding, January 1, 2022

Outstanding, September 30, 2021

Exercisable, September 30, 2021

the nine months ended September 30, 2021, the Company granted employees options to purchase 880 thousand shares of the Company’s

common stock with an exercise price ranging from $ 6.02 to $ 9.25 per share, a term of 10 years, and a vesting period of 4 years.

have an aggregated fair value of $ 3.9 million that was calculated using the Black-Scholes option-pricing model.

Variables used in the

Black-Scholes option-pricing model include:

(1) discount rate range from 0.65% to 1.07% (2) expected life of 6 years, (3) expected volatility

range from 79.8% to 85.1%, and (4) no expected dividends.

During the nine months ended September 30, 2021, options to purchase 1 thousand

shares were exercised and options to purchase 268 thousand shares were cancelled upon the termination of employment for several employees.

fair values of all options issued and outstanding are being amortized over their respective vesting periods.

The unrecognized compensation

expense at September 30, 2021 was $ 5.4 million related to unvested options, which is expected to be expensed over a weighted average

of 3.5 years.

During the nine months ended September 30, 2021 and 2020, the Company recorded compensation expense related to stock options

of $ 1.0 million and $ 0.8 million, respectively.

part of the April 2020 offering and the June 2020 offering, the Company issued pre-funded warrants.

Each pre-funded warrant had an exercise

price of $ 0.003 per share and was exercisable immediately upon issuance.

Management determined that the pre-funded warrants were freestanding

instruments and that the pre-funded warrants should be classified as permanent equity.

As of December 31, 2020, all of the pre-funded

warrants were exercised and there were no pre-funded warrants outstanding during the nine months ended September 30, 2021.

As of September

30, 2020, there were 1.8 million pre-funded warrants outstanding.

is a summary of warrant activity for the nine months ended September 30, 2021:

Outstanding, March 31, 2022

Exercisable, March 31, 2022

During the three months ended

March 31, 2022, the Company granted new employees options to purchase 5 thousand shares of common stock with an exercise price ranging

from $ 5.20 to $ 5.93 per share, a term of 10 years, and a vesting period of 4 years.

The options have an aggregated fair value of

$ 22 thousand that was calculated using the Black-Scholes option-pricing model.

Variables used in the Black-Scholes option-pricing model

(1) discount rate range from 1.52% to 1.96% (2) expected life of 6 years, (3) expected volatility range from 78.8% to 80.0%,

and (4) zero expected dividends.

The fair values of all options

issued and outstanding are being amortized over their respective vesting periods.

The unrecognized compensation expense at March 31, 2022

was $ 4.4 million related to unvested options, which is expected to be expensed over a weighted average of 3.1 years.

During the three

months ended March 31, 2022 and 2021, the Company recorded compensation expense related to stock options of $ 0.4 million and $ 0.4 million,

respectively.

Following is a summary of

warrant activity for the three months ended March 31, 2022:

(in thousands, except for per-share amounts)

2 unchanged sentences

Cancelled/Expired

Outstanding, September 30, 2021

Exercisable, September 30, 2021

Company has an outstanding warrant to purchase 1,907 shares of common stock, issued on March 14, 2017 to Sandesh Seth, the Company’s

Chairman and Chief Executive Officer.

The warrant included down-round protection up until it was amended on August 11, 2020.

with down-round protection, a deemed dividend is recorded for the change in fair value of the warrants when the down-round provision

is triggered.

As a result of the April 2020 offering and June 2020 offering, the exercise price of the warrant was reset from $ 26.40

per share to $ 15.62 per share.

The down-round protection provision in the above warrants created a deemed dividend to common stockholders

of $ 1 thousand in the nine months ended September 30, 2020 which is reflected in the accompanying consolidated statement of operations

and consolidated statement of changes in stockholders’ equity.

On August 11, 2020, the Company and Mr.

Seth agreed to amend the

warrant to remove the anti-dilution provision that had been in the warrant.

Accordingly, pursuant to the amendment, as of August 11,

2020, the exercise price of the warrant will no longer be subject to a proportional adjustment if and when the Company issues any shares

of its common stock for a consideration less than the exercise price of the warrant.

All other terms of the warrant remained the same.

Outstanding, March 31, 2022

Exercisable, March 31, 2022

Note 6 – Subsequent Events

On April 7, 2022, the

Company entered into a license and supply agreement (the “License Agreement”) with Immedica Pharma AB

(“Immedica”), pursuant to which Immedica licensed the exclusive product rights for commercialization of Iomab-B (I-131

apamistamab) in the European Economic Area, Middle East and North Africa (EUMENA) including Algeria, Andorra, Bahrain, Cyprus,

Egypt, Iran, Iraq, Israel, Jordan, Kuwait, Lebanon, Libya.

Monaco, Morocco, Oman, Palestine, Qatar, San Marino, Saudi Arabia,

Switzerland, Syria, Tunisia, Turkey, the United Arab Emirates, the United Kingdom, the Vatican City and Yemen.

Upon signing, the

Company is entitled to an upfront payment of $35 million from Immedica, which was received in May 2022.

Under the terms of the License Agreement, the Company is

eligible to receive aggregate regulatory and commercial milestone payments of up to approximately $417 million, subject to future

currency exchange rates.

Additionally, the Company is entitled to receive royalties in the mid-20 percent range on net sales of the

product in certain countries that may result from the License Agreement.

The Company will continue to be responsible for certain

clinical development activities and the manufacturing of Iomab-B and will retain commercialization rights in the U.S.

Since March 31, 2022, the

Company has sold 1.6 million shares of common stock under its Capital on Demand™ Sales Agreement with JonesTrading, resulting in

net proceeds of $ 11.1 million.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements