−Removed: FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
−Removed: LIFE SCIENCES CORP.
−Removed: FINANCIAL STATEMENTS
−Removed: Report of Independent
−Removed: Registered Public Accounting Firm
−Removed: Shareholders and Board
+Added: STATEMENTS AND SUPPLEMENTARY DATA
ANAVEX LIFE SCIENCES CORP.
+Added: CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2021
+Added: Report of Independent Registered Public
+Added: Accounting Firm
+Added: Shareholders and Board of Directors
+Added: Anavex Life Sciences Corp.
New York, New York
−Removed: on the Consolidated Financial Statements
−Removed: have audited the accompanying consolidated balance sheets of Anavex Life Sciences Corp.
−Removed: and subsidiaries (the “Company”)
−Removed: as of September 30, 2020 and 2019, the related consolidated statements of operations, changes in stockholders’ equity, and
−Removed: cash flows for the years in the period ended September 30, 2020, and the related notes (collectively referred to as the “consolidated
+Added: Opinion on the Consolidated
Financial Statements
−Removed: In our opinion, the consolidated financial statements present fairly, in all material respects,
−Removed: the financial position of the Company at September 30, 2020 and 2019, and the results of its operations and its cash flows for
−Removed: the years then ended, in conformity with accounting principles generally accepted in the United States of America.
+Added: We have audited the accompanying
+Added: consolidated balance sheets of Anavex Life Sciences Corp.
+Added: (the “Company”) as of September 30, 2021 and 2020, the related
+Added: consolidated statements of operations and comprehensive loss, stockholders’ equity, and cash flows for each of the two years
+Added: in the period ended September 30, 2021, and the related notes (collectively referred to as the “consolidated financial statements”).
+Added: In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company
+Added: at September 30, 2021 and 2020, and the results of its operations and its cash flows for each of the two years in the period ended
+Added: September 30, 2021 , in conformity with accounting principles generally accepted in the United States of America.
+Added: We also have audited, in accordance with the
+Added: standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company’s internal
+Added: control over financial reporting as of September 30, 2021, based on criteria established in Internal Control – Integrated
+Added: Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) and our
+Added: report dated November 24, 2021 expressed an unqualified opinion thereon.
Basis for Opinion
−Removed: consolidated financial statements are the responsibility of the Company’s management.
−Removed: Our responsibility is to express an
−Removed: opinion on the Company’s consolidated financial statements based on our audits.
−Removed: We are a public accounting firm registered
−Removed: with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with
−Removed: respect to the Company in accordance with the U.S.
−Removed: federal securities laws and the applicable rules and regulations of the Securities
−Removed: and Exchange Commission and the PCAOB.
−Removed: We conducted our audits
−Removed: in accordance with the standards of the PCAOB.
−Removed: Those standards require that we plan and perform the audit to obtain reasonable
−Removed: assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.
−Removed: The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.
−Removed: As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the
−Removed: purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting.
−Removed: we express no such opinion.
−Removed: Our audits included performing procedures
−Removed: to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing
+Added: These consolidated financial
+Added: statements are the responsibility of the Company’s management.
+Added: Our responsibility is to express an opinion on the Company’s
+Added: consolidated financial statements based on our audits.
+Added: We are a public accounting firm registered with the PCAOB and are required
+Added: to be independent with respect to the Company in accordance with the U.S.
+Added: federal securities laws and the applicable rules and
+Added: regulations of the Securities and Exchange Commission and the PCAOB.
+Added: We conducted our audits in accordance with
+Added: the standards of the PCAOB.
+Added: Those standards require that we plan and perform the audit to obtain reasonable assurance about whether
+Added: the consolidated financial statements are free of material misstatement, whether due to error or fraud.
+Added: Our audits included performing procedures to
+Added: assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing
procedures that respond to those risks.
3 unchanged sentences
estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
−Removed: believe that our audits provide a reasonable basis for our opinion.
+Added: that our audits provide a reasonable basis for our opinion.
+Added: Critical Audit Matters
+Added: Critical audit matters are matters arising
+Added: from the current period audit of the consolidated financial statements that were communicated or required to be communicated to
+Added: the audit committee and that:
+Added: (1) relate to accounts or disclosures that are material to the consolidated financial statements
+Added: and (2) involved our especially challenging, subjective, or complex judgments.
+Added: We determined that there are no critical audit matters.
/s/ BDO USA, LLP
1 unchanged sentence
New York, New York
−Removed: December 28, 2020
−Removed: LIFE SCIENCES CORP.
−Removed: BALANCE SHEETS
−Removed: at September 30, 2020 and 2019
−Removed: and cash equivalents
−Removed: and tax receivables
−Removed: expenses and deposits
−Removed: Liabilities and Stockholders'
+Added: November 24, 2021
+Added: Report of Independent Registered Public Accounting Firm
+Added: Shareholders and Board of Directors
+Added: Anavex Life Sciences Corp.
+Added: New York, New York
+Added: Opinion on Internal Control over Financial
+Added: We have audited Anavex Life Sciences Corp.’s
+Added: (the “Company’s”) internal control over financial reporting as of September 30, 2021, based on criteria established
+Added: in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway
+Added: Commission (the “COSO criteria”).
+Added: In our opinion, the Company maintained, in all material respects, effective internal
+Added: control over financial reporting as of September 30, 2021, based on the COSO criteria .
+Added: We also have audited, in accordance with the
+Added: standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated balance sheets
+Added: of the Company as of September 30, 2021 and 2020, the related consolidated statements of operations and comprehensive loss, stockholders’
+Added: equity, and cash flows for each of the two years in the period ended September 30, 2021, and the related notes, and our report
+Added: dated November 24, 2021 expressed an unqualified opinion thereon.
+Added: Basis for Opinion
+Added: The Company’s management is responsible
+Added: for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control
+Added: over financial reporting, included in the accompanying Item 9A, Management’s Report on Internal Control over Financial Reporting.
+Added: Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.
+Added: We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance
+Added: federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
+Added: We conducted our audit of internal control
+Added: over financial reporting in accordance with the standards of the PCAOB.
+Added: Those standards require that we plan and perform the audit
+Added: to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material
+Added: Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a
+Added: material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed
+Added: Our audit also included performing such other procedures as we considered necessary in the circumstances.
+Added: We believe that
+Added: our audit provides a reasonable basis for our opinion.
+Added: Definition and Limitations of Internal Control
+Added: over Financial Reporting
+Added: A company’s internal control over financial
+Added: reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation
+Added: of financial statements for external purposes in accordance with generally accepted accounting principles.
+Added: A company’s internal
+Added: control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in
+Added: reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
+Added: (2) provide reasonable
+Added: assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally
+Added: accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations
+Added: of management and directors of the company;
+Added: and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized
+Added: acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
+Added: Because of its inherent limitations, internal
+Added: control over financial reporting may not prevent or detect misstatements.
+Added: Also, projections of any evaluation of effectiveness
+Added: to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree
+Added: of compliance with the policies or procedures may deteriorate.
+Added: /s/ BDO USA, LLP
+Added: New York, New York
+Added: November 24, 2021
+Added: ANAVEX LIFE SCIENCES CORP.
+Added: CONSOLIDATED BALANCE SHEETS
+Added: As at September 30,
+Added: 2021 and 2020
+Added: Cash and cash equivalents
+Added: $ 152,107,745
+Added: Incentive and tax receivables
+Added: Prepaid expenses and deposits
+Added: Deferred financing charges
+Added: $ 161,616,490
+Added: Liabilities and Stockholders' Equity
Current Liabilities
−Removed: Commitments and Contingencies
+Added: Accounts payable
+Added: Accrued liabilities - Note 3
+Added: Deferred grant income
+Added: Total Liabilities
+Added: Commitments and Contingencies - Note 6
Capital stock
−Removed: 10,000,000 preferred
−Removed: stock, par value $ 0.001 per share
−Removed: 100,000,000 common
−Removed: stock, par value $ 0.001 per share
−Removed: and outstanding:
−Removed: 62,045,198 common
−Removed: shares (2019 - 52,650,521 )
−Removed: Additional paid-in
+Added: 10,000,000 preferred stock, par value $ 0.001 per share
+Added: common stock, par value $ 0.001
+Added: 100,000,000 common stock, par value $ 0.001 per share)
+Added: Issued and outstanding:
+Added: 75,918,465 common shares (2020 - 62,045,198 )
+Added: Additional paid-in capital
+Added: Accumulated deficit
( 197,585,864 )
( 159,677,230 )
−Removed: Stockholders' Equity
−Removed: Liabilities and Stockholders' Equity
−Removed: Accompanying Notes to Consolidated Financial Statements
−Removed: LIFE SCIENCES CORP.
−Removed: STATEMENTS OF OPERATIONS
+Added: Total Stockholders' Equity
+Added: Total Liabilities and Stockholders' Equity
+Added: $ 161,616,490
+Added: See Accompanying Notes to Consolidated Financial Statements
+Added: ANAVEX LIFE SCIENCES CORP.
+Added: CONSOLIDATED STATEMENTS OF OPERATIONS
+Added: AND COMPREHENSIVE LOSS
the years ended September 30, 2021 and 2020
+Added: Operating expenses
General and administrative
−Removed: and development
+Added: Research and development
Total operating expenses
+Added: ( 42,001,185 )
+Added: ( 31,088,232 )
Other income (expenses)
−Removed: Research and development
−Removed: incentive income
+Added: Research and development incentive income
Interest income, net
−Removed: Gain on settlement
−Removed: of accounts payable
−Removed: Financing related charges
−Removed: exchange gain (loss), net
−Removed: other income, net
−Removed: Net loss before provision
−Removed: for income taxes
−Removed: tax expense, current
−Removed: loss and comprehensive loss
+Added: Foreign exchange gain (loss), net
+Added: Total other income, net
+Added: Net loss before provision for income taxes
+Added: ( 37,641,069 )
+Added: ( 26,257,806 )
+Added: Income tax expense, current
+Added: Net loss and comprehensive loss
+Added: $ ( 37,908,634 )
+Added: $ ( 26,280,470 )
Net Loss per share
−Removed: Weighted average number of shares
−Removed: Accompanying Notes to Consolidated Financial Statements
−Removed: LIFE SCIENCES CORP.
−Removed: STATEMENTS OF CASH FLOWS
−Removed: the years ended September 30, 2020 and 2019
−Removed: Cash Flows used in
−Removed: Operating Activities
+Added: Basic and diluted
+Added: Weighted average number of shares outstanding
+Added: Basic and diluted
+Added: See Accompanying Notes to Consolidated Financial Statements
+Added: ANAVEX LIFE SCIENCES CORP.
+Added: CONSOLIDATED STATEMENTS OF CASH FLOWS
+Added: For the years ended September
+Added: 30, 2021 and 2020
+Added: Cash Flows used in Operating Activities
$ ( 37,908,634 )
$ ( 26,280,470 )
−Removed: Adjustments to reconcile
−Removed: net loss to net cash used in operations:
+Added: Adjustments to reconcile net loss to net cash used in operations:
Stock-based compensation
−Removed: Deferred costs
−Removed: Gain on settlement
−Removed: of accounts payable
−Removed: Changes in non-cash
−Removed: working capital balances related to operations:
+Added: Changes in non-cash working capital balances related to operations:
Incentive and tax receivables
( 4,287,491 )
−Removed: Prepaid expenses and
+Added: ( 2,206,595 )
+Added: Prepaid expenses and deposits
Accounts payable
−Removed: Net cash used in operating
+Added: Accrued liabilities
+Added: Deferred grant income
+Added: Net cash used in operating activities
( 30,383,674 )
( 21,287,046 )
−Removed: Cash Flows provided
−Removed: by Financing Activities
+Added: Cash Flows provided by Financing Activities
Issuance of common shares
Share issue costs
−Removed: financing charges
−Removed: Net cash provided by
−Removed: financing activities
−Removed: Increase (decrease)
−Removed: in cash and cash equivalents during the period
−Removed: and cash equivalents, beginning of year
−Removed: and cash equivalents, end of year
−Removed: Accompanying Notes to Consolidated Financial Statements
−Removed: LIFE SCIENCES CORP.
−Removed: STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
−Removed: the years ended September 30, 2020 and 2019
+Added: ( 5,550,921 )
+Added: Proceeds from exercise of warrants
+Added: Proceeds from exercise of stock options
+Added: Net cash provided by financing activities
+Added: Increase in cash and cash equivalents during the period
+Added: Cash and cash equivalents, beginning of period
+Added: Cash and cash equivalents, end of period
+Added: $ 152,107,745
+Added: Supplemental Cash Flow Information
+Added: Cash paid for state and local minimum income taxes
+Added: See Accompanying Notes to Consolidated Financial Statements
+Added: ANAVEX LIFE SCIENCES CORP.
+Added: CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
+Added: years ended September 30, 2021 and 2020
Balance, September 30, 2019
1 unchanged sentence
$ ( 133,396,760 )
−Removed: Shares issued under
−Removed: 2015 Purchase Agreement
−Removed: Purchase shares
−Removed: Commitment shares
−Removed: Shares issued under
−Removed: 2019 Purchase Agreement
+Added: Shares issued under 2019 purchase agreement
Purchase shares
Commitment shares
−Removed: Shares issued pursuant
−Removed: to cashless exercise of warrants
+Added: Shares issued pursuant to cashless exercise of stock options
+Added: Shares issued under Sales Agreement, net of share issuance costs
Share based compensation
4 unchanged sentences
$ ( 159,677,230 )
−Removed: Shares issued under
−Removed: 2019 Purchase Agreement
−Removed: Purchase shares
+Added: Shares issued under 2019 purchase agreement Purchase shares
Commitment shares
−Removed: Shares issued pursuant
−Removed: to cashless exercise of options
−Removed: Shares issued under
−Removed: Sales Agreement, net of shares issue costs
+Added: Shares issued pursuant to exercise of stock options
+Added: Shares issued under Sales Agreement, net of share issuance costs
+Added: Shares issued pursuant to registered direct offering, net of share issue costs
+Added: Shares issued pursuant to exercise of warrants
Share based compensation
4 unchanged sentences
$ 150,818,104
−Removed: Accompanying Notes to Consolidated Financial Statements
−Removed: Business Description
−Removed: and Basis of Presentation
−Removed: Life Sciences Corp.
−Removed: (“Anavex” or the “Company”) is a clinical stage biopharmaceutical company engaged
−Removed: in the development of differentiated therapeutics by applying precision medicine to central nervous system (“CNS”)
−Removed: diseases with high unmet need.
−Removed: Anavex analyzes genomic data from clinical studies to identify biomarkers, which are used to select
−Removed: patients that will receive the therapeutic benefit for the treatment of neurodegenerative and neurodevelopmental diseases.
−Removed: Company’s lead compound ANAVEX ® 2-73 is being developed to treat Alzheimer’s disease, Parkinson’s
+Added: See Accompanying Notes to Consolidated Financial Statements
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 1
+Added: Note 1 Business Description and Basis of
+Added: Anavex Life Sciences Corp.
+Added: or the “Company”) is a clinical stage biopharmaceutical company engaged in the development
+Added: of differentiated therapeutics by applying precision medicine to central nervous system (“CNS”) diseases with high
+Added: Anavex analyzes genomic data from clinical studies to identify biomarkers, which are used to select patients that will
+Added: receive the therapeutic benefit for the treatment of neurodegenerative and neurodevelopmental diseases.
+Added: The Company’s
+Added: lead compound ANAVEX®2-73 is being developed to treat Alzheimer’s disease, Parkinson’s
disease and potentially other central nervous system diseases, including rare diseases, such as Rett syndrome, a rare severe neurological
monogenic disorder caused by mutations in the X-linked gene, methyl-CpG-binding protein 2 (“MECP2”) .
−Removed: of Presentation
−Removed: consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission
−Removed: (“SEC”) and the instructions to Form 10-K and have been prepared under the accounting principles generally accepted
−Removed: in the United States of America (“U.S.
−Removed: of the Company’s potential drug compounds are in the clinical development stage and the Company cannot be certain that its
−Removed: research and development efforts will be successful or, if successful, that its potential drug compounds will ever be approved
−Removed: for sales to pharmaceutical companies or generate commercial revenues.
+Added: On May 25, 2021, the Company filed
+Added: a Certificate of Amendment to its Articles of Incorporation with the Secretary of the State of Nevada effecting an amendment to
+Added: increase the number of authorized shares of the Company’s common stock, par value $ 0.001 per share, from 100,000,000 shares
+Added: to 200,000,000 shares.
+Added: The Certificate of Amendment was approved by the Company’s stockholders at an annual meeting of stockholders
+Added: on May 25, 2021.
+Added: These consolidated financial statements
+Added: have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and the
+Added: instructions to Form 10-K and have been prepared under the accounting principles generally accepted in the United States of America
+Added: All of the Company’s potential
+Added: drug compounds are in the clinical development stage and the Company cannot be certain that its research and development efforts
+Added: will be successful or, if successful, that its potential drug compounds will ever be approved for sale or generate commercial revenues.
To date, we have not generated any revenues from our operations.
−Removed: The Company expects the business to continue to experience negative cash flows for the foreseeable future and cannot predict when,
−Removed: if ever, our business might become profitable.
−Removed: Company believes that its existing cash and cash equivalents, along with existing financial commitments from third parties, will
−Removed: be sufficient to meet its cash commitments for in excess of two years after the date that these consolidated financial statements
−Removed: The process of drug development can be costly, and the timing and outcomes of clinical trials is uncertain.
−Removed: assumptions upon which the Company has based its estimates are routinely evaluated and may be subject to change.
−Removed: amount of the Company’s expenditures will vary depending upon a number of factors including but not limited to the design,
−Removed: timing and duration of future clinical trials, the progress of the Company’s research and development programs and the level
−Removed: of financial resources available.
−Removed: The Company has the ability to adjust its operating plan spending levels based on the timing
−Removed: of future clinical trials.
−Removed: than our rights related to the 2019 Purchase Agreement and the Sales Agreement (each as defined below in Note 4), there can be
−Removed: no assurance that additional financing will be available to us when needed or, if available, that it can be obtained on commercially
−Removed: reasonable terms.
−Removed: If the Company is not able to obtain the additional financing on a timely basis, if and when it is needed, it
−Removed: will be forced to delay or scale down some or all of its research and development activities.
−Removed: December 2019, a novel strain of coronavirus, COVID-19, was reported to have surfaced in Wuhan, China.
−Removed: In March 2020, the World
−Removed: Health Organization (“WHO”) declared COVID-19 to be a global pandemic as a result of the rapid spread of the virus
−Removed: beyond its point of origin.
−Removed: Business Description and
−Removed: Basis of Presentation - (continued)
−Removed: global outbreak of COVID-19 continues to rapidly evolve as of the date these consolidated financial statements are issued.
−Removed: such, it is uncertain as to the full magnitude that the outbreak will have on the Company’s financial condition and future
−Removed: results of operations.
−Removed: Management is actively monitoring the global situation on its business, including on its clinical trials
−Removed: and operations and financial condition.
−Removed: The effects of COVID-19 did not have a material impact on the Company’s result of
−Removed: operations or financial condition for the year ended September 30, 2020.
−Removed: However, given the daily evolution of the COVID-19 situation,
−Removed: and the global responses to curb its spread, the Company is not able to estimate the effects COVID-19 may have on its future results
−Removed: of operations or financial condition.
−Removed: March 27, 2020, the President of the United States signed into law the “Coronavirus Aid, Relief, and Economic Security (CARES)
−Removed: Act.” The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer
−Removed: side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to
−Removed: the net interest deduction limitations, increased limitations on qualified charitable contributions, and technical corrections
−Removed: to tax depreciation methods for qualified improvement property.
−Removed: The enactment of the CARES Act did not have any material impact
−Removed: on the Company’s consolidated financial statements or deferred tax assets or liabilities.
−Removed: Summary of Significant
−Removed: Accounting Policies
−Removed: preparation of financial statements in accordance with U.S.
−Removed: GAAP requires management to make estimates and assumptions that affect
−Removed: the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and
−Removed: expenses in the reporting period.
−Removed: The Company regularly evaluates estimates and assumptions related to accounting for research
−Removed: and development costs, incentive income receivable, valuation and recoverability of deferred tax assets, asset impairment, stock-based
−Removed: compensation and loss contingencies.
−Removed: The Company bases its estimates and assumptions on current facts, historical experience and
−Removed: various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making
−Removed: judgments about the book values of assets and liabilities and the accrual of costs and expenses that are not readily apparent
−Removed: from other sources.
−Removed: The actual results experienced by the Company may differ materially and adversely from the Company’s
−Removed: To the extent there are material differences between the estimates and the actual results, future results of operations
−Removed: will be affected.
−Removed: b) Principles
−Removed: of Consolidation
−Removed: consolidated financial statements include the accounts of Anavex Life Sciences Corp.
−Removed: and its wholly-owned subsidiaries, Anavex
−Removed: Australia Pty Limited.
−Removed: (“Anavex Australia”), a company incorporated under the laws of Australia, Anavex Germany GmbH,
−Removed: a company incorporated under the laws of Germany, and Anavex Canada Ltd., a company incorporated under the laws of the Province
−Removed: of Ontario, Canada.
−Removed: All inter-company transactions and balances have been eliminated.
−Removed: and equivalents
+Added: The Company expects the business to continue to experience negative
+Added: cash flows for the foreseeable future and cannot predict when, if ever, its business might become profitable.
+Added: Management believes that the current
+Added: working capital position will be sufficient to meet the Company’s working capital requirements beyond the next 12 months
+Added: after the date that these consolidated financial statements are issued.
+Added: The process of drug development can be costly, and the
+Added: timing and outcomes of clinical trials is uncertain.
+Added: The assumptions upon which the Company has based its estimates are routinely
+Added: evaluated and may be subject to change.
+Added: The actual amount of the Company’s expenditures will vary depending upon a number
+Added: of factors including but not limited to the design, timing and duration of future clinical trials, the progress of the Company’s
+Added: research and development programs and the level of financial resources available.
+Added: The Company has the ability to adjust its operating
+Added: plan spending levels based on the timing of future clinical trials.
+Added: Other than our rights related to
+Added: the Sales Agreement (as defined below in Note 5), there can be no assurance that additional financing will be available to us when
+Added: needed or, if available, that it can be obtained on commercially reasonable terms.
+Added: If the Company is not able to obtain the additional
+Added: financing on a timely basis, if and when it is needed, it will be forced to delay or scale down some or all of its research and
+Added: development activities.
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 2
+Added: Note 1 Business Description and Basis of
+Added: Presentation – Continued
+Added: Coronavirus Disease 2019 (COVID-19)
+Added: The recent global outbreak of COVID-19
+Added: has not had a material impact on the Company’s result of operations or financial condition for the year ended September 30,
+Added: However, the pandemic continues to rapidly evolve as of the date these consolidated financial statements are issued and has
+Added: created a dynamic and uncertain situation in the global economy.
+Added: As such, it is uncertain as to the full magnitude that the outbreak
+Added: will have on the Company’s financial condition and future results of operations.
+Added: Management is actively monitoring the global
+Added: situation on its business, including on its clinical trials and operations and financial condition.
+Added: Given the daily evolution of
+Added: the COVID-19 situation, and the global responses to curb its spread, the Company is not able to estimate the effects COVID-19 may
+Added: have on its future results of operations or financial condition.
+Added: Note 2 Summary of Significant Accounting Policies
+Added: Use of Estimates
+Added: The preparation of financial statements
+Added: in accordance with U.S.
+Added: GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and
+Added: liabilities at the date of the financial statements and the reported amounts of revenue and expenses in the reporting period.
+Added: Company regularly evaluates estimates and assumptions related to accounting for research and development costs, incentive income
+Added: receivable, valuation and recoverability of deferred tax assets, asset impairment, stock-based compensation and loss contingencies.
+Added: The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes
+Added: to be reasonable under the circumstances, the results of which form the basis for making judgments about the book values of assets
+Added: and liabilities and the accrual of costs and expenses that are not readily apparent from other sources.
+Added: The actual results experienced
+Added: by the Company may differ materially and adversely from the Company’s estimates.
+Added: To the extent there are material differences
+Added: between the estimates and the actual results, future results of operations will be affected.
+Added: b) Principles of Consolidation
+Added: These consolidated financial statements
+Added: include the accounts of Anavex Life Sciences Corp.
+Added: and its wholly-owned subsidiaries, Anavex Australia Pty Limited.
+Added: Australia”), a company incorporated under the laws of Australia, Anavex Germany GmbH, a company incorporated under the laws
+Added: of Germany, and Anavex Canada Ltd., a company incorporated under the laws of the Province of Ontario, Canada.
+Added: All inter-company
+Added: transactions and balances have been eliminated.
+Added: c) Cash and equivalents
Company considers only those investments which are highly liquid, readily convertible to cash and that mature within three months
from the date of purchase to be cash equivalents .
−Removed: Summary of Significant
−Removed: Accounting Policies - (continued)
−Removed: and Development Expenses
−Removed: and development costs are expensed as incurred.
−Removed: These expenses are comprised of the costs of the Company’s proprietary research
−Removed: and development efforts, including preclinical studies, clinical trials, manufacturing costs, employee salaries and benefits and
−Removed: stock based compensation expense, contract services including external research and development expenses incurred under arrangements
−Removed: with third parties such as contract research organizations (“CROs”), facilities costs, overhead costs and other related
−Removed: Milestone payments made by the Company to third parties are expensed when the specific milestone has been achieved.
−Removed: Manufacturing costs are expensed as incurred in accordance with Accounting Standard Codification (“ASC”) 730, Research
−Removed: and Development, as these materials have no alternative future use outside of their intended use.
+Added: Highly liquid investments
+Added: that are considered cash equivalents include money market accounts, money market funds and certificates of
+Added: The carrying value of cash equivalents approximates fair value due to the short-term maturity of these securities.
+Added: Company ’ s investment policy allows for investments in domestic money market certificates, certificates of deposit,
+Added: money market funds, commercial papers, bonds or commercial papers, and establishes diversification and credit quality requirements
+Added: and limits investments by maturity and issuer.
+Added: The Company currently maintains its investments at one large well known financial
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 3
+Added: Note 2 Summary of Significant Accounting Policies –
+Added: c) Cash and equivalents –
+Added: The Company maintains
+Added: its cash in bank deposit accounts which, at times, may exceed federally insured limits.
+Added: Accounts are guaranteed by the Federal
+Added: Deposit Insurance Corporation (FDIC) up to $ 250,000 , under current regulations.
+Added: The Company mitigates this risk by maintaining
+Added: its cash balances in a large well known financial institutions.
+Added: The Company has not experienced any losses in such accounts.
+Added: d) Research and Development Expenses
+Added: Research and development costs
+Added: are expensed as incurred.
+Added: These expenses are comprised of the costs of the Company’s proprietary research and development
+Added: efforts, including preclinical studies, clinical trials, manufacturing costs, employee salaries and benefits and stock-based compensation
+Added: expense, contract services including external research and development expenses incurred under arrangements with third parties
+Added: such as contract research organizations (“CROs”), facilities costs, overhead costs and other related expenses.
+Added: payments made by the Company to third parties are expensed when the specific milestone has been achieved.
+Added: Manufacturing costs are
+Added: expensed as incurred in accordance with Accounting Standard Codification (“ASC”) 730, Research and Development, as
+Added: these materials have no alternative future use outside of their intended use.
Nonrefundable
advance payments for goods or services that will be used or rendered for future research and development activities are deferred
−Removed: and amortized over the period that the goods are delivered, or the related services are performed, subject to an assessment of
−Removed: recoverability.
−Removed: The Company makes estimates of costs incurred in relation to external CROs, and clinical site costs.
−Removed: analyzes the progress of clinical trials, including levels of patient enrollment, invoices received and contracted costs when
−Removed: evaluating the adequacy of the amount expensed and the related prepaid asset and accrued liability.
−Removed: Significant judgments and
−Removed: estimates must be made and used in determining the accrued balance and expense in any accounting period.
−Removed: The Company reviews and
−Removed: accrues CRO expenses and clinical trial study expenses based on work performed and relies upon estimates of those costs applicable
−Removed: to the stage of completion of a study.
−Removed: Accrued CRO costs are subject to revisions as such trials progress to completion.
−Removed: are charged to expense in the period in which the facts that give rise to the revision become known.
−Removed: With respect to clinical
−Removed: site costs, the financial terms of these agreements are subject to negotiation and vary from contract to contract.
−Removed: Payments under
−Removed: these contracts may be uneven and depend on factors such as the achievement of certain events, the successful recruitment of patients,
−Removed: the completion of portions of the clinical trial or similar conditions.
−Removed: The objective of our policy is to record expenses in our
−Removed: financial statements based on the actual services received and efforts expended.
−Removed: As such, expense accruals related to clinical
−Removed: site costs are recognized based on our estimate of the degree of completion of the event or events specified in the specific clinical
−Removed: study or trial contract.
−Removed: addition, the Company incurs expenses in respect of intellectual property costs relating to patents and trademarks.
−Removed: The probability
−Removed: of success and length of time to develop commercial applications of the compounds subject to the underlying patent and trademark costs
−Removed: is difficult to determine and numerous risks and uncertainties exist with respect to the timely completion of the development
−Removed: There is no assurance the compounds subject to the underlying patents and trademarks will ever be successfully commercialized.
−Removed: to these risks and uncertainties, the patent and trademark costs do not meet the definition of an asset and thus are expensed
−Removed: as incurred within general and administrative expenses.
−Removed: Summary of Significant
−Removed: Accounting Policies - (continued)
−Removed: and Development Incentive Income
−Removed: Company is eligible to obtain certain research and development tax credits, including the New York City Biotechnology Tax Credit
−Removed: (“NYC Biotech credit”), and the Australian research and development tax incentive credit (the “Australia R&D
−Removed: credit”) through a program administered through the Australian Tax Office (the “ATO”), which provides for a
−Removed: cash refund based on a percentage of certain research and development activities undertaken in Australia by the Company’s
+Added: and amortized over the period that the goods are delivered, or the related services are performed,
+Added: subject to an assessment of recoverability.
+Added: The Company makes estimates of costs incurred in relation to external CROs, and clinical
+Added: When evaluating the adequacy of the accrued liabilities, the Company analyzes progress of the studies including the
+Added: phase or completion of events, invoices received and contracted costs.
+Added: Judgments and estimates are made in determining
+Added: the accrued balances at the end of any reporting period.
+Added: Actual results could differ from the Company’s estimates.
+Added: The Company’s
+Added: historical accrual estimates have not been materially different from actual costs.
+Added: In addition, the Company incurs
+Added: expenses in respect of intellectual property costs relating to patents and trademarks.
+Added: The probability of success and length of
+Added: time to develop commercial applications of the drugs subject to the underlying patent and trademark costs is difficult to determine
+Added: and numerous risks and uncertainties exist with respect to the timely completion of the development projects.
+Added: There is no assurance
+Added: the drugs subject to the underlying patents and trademarks will ever be successfully commercialized.
+Added: Due to these risks and uncertainties,
+Added: the patent and trademark costs do not meet the definition of an asset and thus are expensed as incurred within general and administrative
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 4
+Added: Note 2 Summary of Significant Accounting Policies –
+Added: e) Research and Development Incentive Income
+Added: The Company is eligible to obtain
+Added: certain research and development tax credits, including the Australian research and development tax incentive credit (the “Australia
+Added: R&D credit”) through a program administered through the Australian Tax Office (the “ATO”), which provides
+Added: for a cash refund based on a percentage of certain research and development activities undertaken in Australia by the Company’s
wholly owned subsidiary, Anavex Australia Pty Ltd.
(“Anavex Australia”).
−Removed: The cash refund is available to eligible
−Removed: companies with an annual aggregate revenue of less than $20.0 million Australian during the reimbursable period.
−Removed: tax incentives are available on the basis of specific criteria with which the Company must comply.
−Removed: Although the tax incentive
−Removed: may be administered through the local tax authority, the Company has accounted for the incentives outside of the scope of ASC
−Removed: Topic 740, Income Taxes (“ASC 740”), since the incentives are not linked to the Company’s taxable income and
−Removed: can be realized regardless of whether the Company has generated taxable income in the respective jurisdictions.
−Removed: respect to the Australia R&D credit, Anavex Australia may be eligible to receive the cash refund for certain research and
−Removed: development expenses incurred by Anavex Australia outside of Australia, to the extent such expenses are pre-approved by the Australian
−Removed: authority pursuant to an advanced overseas finding application.
−Removed: The Company accrues for the amount of cash refund it expects to
−Removed: receive in relation to research and development expenses outside of Australia only to the extent it has received advanced approval
−Removed: from the Department of Industry, Innovation and Science in Australia, pursuant to an approved advanced overseas finding application.
−Removed: Company recognizes the amount of cash refund it expects to receive related to the NYC Biotech credit and Australian research and
−Removed: development tax incentive program when there is reasonable assurance that the cash refund will be received, when the relevant
−Removed: expenditures have been incurred, and when the amount can be reliably measured.
−Removed: This amount is included in Incentive and tax receivables
+Added: The cash refund is available to eligible companies
+Added: with an annual aggregate revenue of less than $20.0 million Australian during the reimbursable period.
+Added: The tax incentives are available
+Added: on the basis of specific criteria with which the Company must comply.
+Added: Although the tax incentive may be administered through the
+Added: local tax authority, the Company has accounted for the incentives outside of the scope of ASC Topic 740, Income Taxes (“ASC
+Added: 740”), since the incentives are not linked to the Company’s taxable income and can be realized regardless of whether
+Added: the Company has generated taxable income in the respective jurisdictions.
+Added: With respect to the Australia R&D
+Added: credit, Anavex Australia may be eligible to receive the cash refund for certain research and development expenses incurred by Anavex
+Added: Australia outside of Australia, to the extent such expenses are pre-approved by the Australian authority pursuant to an advanced
+Added: overseas finding application.
+Added: The Company accrues for the amount of cash refund it expects to receive in relation to research and
+Added: development expenses outside of Australia only to the extent it has received advanced approval from the Department of Industry,
+Added: Innovation and Science in Australia, pursuant to an approved advanced overseas finding application.
+Added: In addition, Anavex Australia and
+Added: Anavex Canada incur Goods and Services Tax (GST) on certain services provided by local vendors.
+Added: As a domestic entity in those jurisdictions,
+Added: Anavex Australia and Anavex Canada are entitled to a refund of the GST paid.
+Added: Similarly, Anavex Germany incurs Value Added Tax (VAT)
+Added: on certain services provided by local vendors, to which it is entitled to a refund of such VAT paid.
+Added: The Company’s estimate
+Added: of the amount of cash refund it expects to receive related to GST and VAT incurred is included in Incentive and tax receivables
in the accompanying consolidated balance sheets.
−Removed: addition, Anavex Australia and Anavex Canada incur Goods and Services Tax (GST) on certain services provided by local vendors.
−Removed: As a domestic entity in those jurisdictions, Anavex Australia and Anavex Canada are entitled to a refund of the GST paid.
−Removed: Anavex Germany incurs Value Added Tax (VAT) on certain services provided by local vendors, to which it is entitled to a refund
−Removed: of such VAT paid.
−Removed: The Company’s estimate of the amount of cash refund it expects to receive related to GST and VAT incurred
−Removed: is included in Incentive and tax receivables in the accompanying consolidated balance sheets.
−Removed: and Diluted Loss per Share
−Removed: income/(loss) per common share is computed by dividing net income/(loss) available to common stockholders by the weighted average
−Removed: number of common shares outstanding during the period.
−Removed: Diluted income/(loss) per common share is computed by dividing net income/(loss)
−Removed: available to common stockholders by the sum of (1) the weighted-average number of common shares outstanding during the period,
−Removed: (2) the dilutive effect of the assumed exercise of options and warrants using the treasury stock method and (3) the dilutive effect
−Removed: of other potentially dilutive securities.
−Removed: For purposes of the diluted net loss per share calculation, options and warrants are
−Removed: potentially dilutive securities and are excluded from the calculation of diluted net loss per share because their effect would
−Removed: be anti-dilutive.
−Removed: Summary of Significant
−Removed: Accounting Policies - (continued)
−Removed: and Diluted Loss per Share – (continued)
−Removed: of September 30, 2020, diluted loss per share excludes 10,576,266 (2019 – 8,812,933 ) potentially dilutive common shares
−Removed: related to outstanding options and warrants, as their effect was anti-dilutive.
−Removed: book value of the Company’s financial instruments, consisting of cash and equivalents, incentive and tax receivables, and
−Removed: accounts payable and accrued liabilities approximate their fair value due to the short-term maturity of such instruments.
−Removed: otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, currency or credit
−Removed: risks arising from these financial instruments.
−Removed: Currency Translation
−Removed: functional currency of the Company is the US dollar.
−Removed: Monetary items denominated in a foreign currency are translated into US dollars
−Removed: at exchange rates prevailing at the balance sheet date and non-monetary items are translated at exchange rates prevailing when
−Removed: the assets were acquired, or obligations incurred.
−Removed: Foreign currency denominated expense items are translated at exchange rates
−Removed: prevailing on the transaction date.
−Removed: Unrealized gains or losses arising from the translations are credited or charged to income
−Removed: in the period in which they occur.
−Removed: Company has determined that the functional currency of Anavex Australia Pty Limited, Anavex Germany GmbH, and Anavex Canada Ltd.
−Removed: is the US dollar.
−Removed: and Geographic Reporting
−Removed: segments are defined as components of an enterprise for which separate discrete information is available for evaluation by the
−Removed: chief operating decision maker or decision-making group, in deciding how to allocate resources and in assessing performance.
−Removed: Company views its operations and manages its business as one operating segment, which is the business of developing novel therapies
−Removed: for the management of CNS diseases.
+Added: f) Basic and Diluted Loss per Share
+Added: Basic income/(loss) per common
+Added: share is computed by dividing net income/(loss) available to common stockholders by the weighted average number of common shares
+Added: outstanding during the period.
+Added: Diluted income/(loss) per common share is computed by dividing net income/(loss) available to common
+Added: stockholders by the sum of (1) the weighted-average number of common shares outstanding during the period, (2) the dilutive effect
+Added: of the assumed exercise of options and warrants using the treasury stock method and (3) the dilutive effect of other potentially
+Added: dilutive securities.
+Added: For purposes of the diluted net loss per share calculation, options and warrants are potentially dilutive
+Added: securities and are excluded from the calculation of diluted net loss per share because their effect would be anti-dilutive.
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 5
+Added: Note 2 Summary of Significant Accounting Policies –
+Added: and Diluted Loss
+Added: – (continued)
+Added: As of September 30, 2021, diluted
+Added: loss per share excludes 11,540,903 (2020 – 10,576,266 ) potentially dilutive common shares related to outstanding options
+Added: and warrants, as their effect was anti-dilutive.
+Added: The book value of the Company’s
+Added: financial instruments, consisting of cash and equivalents, incentive and tax receivables, and accounts payable and accrued liabilities
+Added: approximate their fair value due to the short-term maturity of such instruments.
+Added: Unless otherwise noted, it is management’s
+Added: opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.
+Added: h) Foreign Currency Translation
+Added: The functional currency of the
+Added: Company is the US dollar.
+Added: Monetary items denominated in a foreign currency are translated into US dollars at exchange rates prevailing
+Added: at the balance sheet date and non-monetary items are translated at exchange rates prevailing when the assets were acquired, or
+Added: obligations incurred.
+Added: Foreign currency denominated expense items are translated at exchange rates prevailing on the transaction
+Added: Unrealized gains or losses arising from the translations are credited or charged to income in the period in which they occur.
+Added: The Company has determined that
+Added: the functional currency of Anavex Australia Pty Limited, Anavex Germany GmbH, and Anavex Canada Ltd.
+Added: is also the US dollar.
+Added: i) Segment and Geographic Reporting
+Added: Operating segments are defined
+Added: as components of an enterprise for which separate discrete information is available for evaluation by the chief operating decision
+Added: maker or decision-making group, in deciding how to allocate resources and in assessing performance.
+Added: The Company views its operations
+Added: and manages its business as one operating segment, which is the business of developing novel therapies for the management of CNS
+Added: j) Grant Income
income is recognized at the fair value of the grant when it is received, and all substantive conditions have been satisfied.
2 unchanged sentences
and development costs are incurred.
−Removed: Company follows the provisions of ASC 740, which requires the asset and liability method of accounting for income taxes.
−Removed: the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable
−Removed: to temporary differences between the financial statements carrying amounts of existing assets and liabilities and their respective
−Removed: Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the
−Removed: years in which those temporary differences are expected to be recovered or settled.
−Removed: Summary of Significant
−Removed: Accounting Policies - (continued)
−Removed: Taxes – (continued)
−Removed: Company follows the provisions of ASC 740 regarding accounting for uncertainty in income taxes.
−Removed: The Company initially recognizes
−Removed: tax positions in the financial statements when it is more likely than not the position will be sustained upon examination by the
−Removed: tax authorities.
−Removed: Such tax positions are initially and subsequently measured as the largest amount of tax benefit that is greater
−Removed: than 50% likely of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and
−Removed: all relevant facts.
−Removed: Application requires numerous estimates based on available information.
−Removed: The Company considers many factors
−Removed: when evaluating and estimating its tax positions and tax benefits, and its recognized tax positions and tax benefits may not accurately
−Removed: anticipate actual outcomes.
−Removed: As additional information is obtained, there may be a need to periodically adjust the recognized tax
−Removed: positions and tax benefits.
−Removed: These periodic adjustments may have a material impact on the consolidated statements of operations.
−Removed: Company recognizes interest and penalties related to current income tax expense on the interest income, net line, in the accompanying
−Removed: consolidated statement of operations.
−Removed: Accrued interest and penalties, if any, are included in accrued liabilities on the consolidated
−Removed: balance sheets.
−Removed: l) Stock-based
−Removed: Company accounts for all stock-based payments and awards under the fair value method.
−Removed: Company accounts for the granting of share purchase options and warrants to employees using the fair value method whereby all
−Removed: awards to employees will be recorded at fair value on the date of the grant.
−Removed: The fair value of all share purchase options and
−Removed: warrants are expensed over their contractual vesting period, or over the expected performance period for only the portion of awards
−Removed: expected to vest, in the case of milestone-based vesting, with a corresponding increase to additional paid-in capital.
−Removed: purchase options and warrants issued to non-employees are measured at the fair value of the equity instruments issued.
−Removed: expense for share purchase options and warrants issued to non-employees is recorded over the service performance period.
−Removed: to the Company’s adoption of ASU No.
−Removed: 2018-07, Compensation-Stock Compensation (Topic 718):
−Removed: Improvements to Nonemployee Share-Based
−Removed: Payment Accounting on October 1, 2019, options and warrants subject to vesting were periodically re-measured until the counterparty
−Removed: performance was complete, and any change therein was recognized over the vesting period of the award and in the same manner as
−Removed: if the Company had paid cash instead of paying with or using equity based instruments.
−Removed: After the adoption of ASU No.
−Removed: the Company measures equity-classified share-based payment awards issued to nonemployees on the grant date, rather than remeasuring
−Removed: the awards through the performance completion date as previously required (see Note 2 n)).
−Removed: costs for stock-based payments with graded vesting are recognized on a straight-line basis.
−Removed: Company uses the Black-Scholes option valuation model to calculate the fair value of share purchase options and warrants at the
−Removed: date of the grant.
−Removed: Option pricing models require the input of highly subjective assumptions, including the expected price volatility.
−Removed: Changes in these assumptions can materially affect the fair value estimates.
−Removed: Summary of Significant Accounting Policies - (continued)
−Removed: Value Measurements
−Removed: value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in
−Removed: the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at
−Removed: the measurement date.
−Removed: Assets and liabilities that are measured at fair value are reported using a three-level fair value hierarchy
−Removed: that prioritizes the inputs used to measure fair value.
−Removed: This hierarchy maximizes the use of observable inputs and minimizes the
−Removed: use of unobservable inputs.
−Removed: The three levels of inputs used to measure fair value are as follows:
−Removed: 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access
−Removed: at the measurement date;
−Removed: 2 - observable inputs other than Level 1, quoted prices for similar assets or liabilities in active markets, quoted prices
−Removed: for identical or similar assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable
−Removed: or whose significant value drivers are observable;
−Removed: 3 - assets and liabilities whose significant value drivers are unobservable by little or no market activity and that are significant
−Removed: to the fair value of the assets or liabilities.
−Removed: September 30, 2020 and 2019, the Company did not have any Level 3 assets or liabilities.
−Removed: Accounting Pronouncements
−Removed: Adopted Accounting Pronouncements
−Removed: February 2016, Topic 842, Leases was issued to replace the leases requirements in Topic 840, Leases.
−Removed: The main difference
−Removed: between previous U.S.
−Removed: GAAP and Topic 842 is the recognition of lease assets and lease liabilities by lessees for those leases
−Removed: classified as operating leases under previous U.S.
−Removed: A lessee should recognize in the balance sheet a liability to make
−Removed: lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the
−Removed: For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class
−Removed: of underlying asset not to recognize lease assets and lease liabilities.
−Removed: If a lessee makes this election, it should recognize
−Removed: lease expense for such leases generally on a straight-line basis over the lease term.
−Removed: The accounting applied by a lessor is
−Removed: largely unchanged from that applied under previous U.S.
−Removed: The Company elected the package of practical expedients
−Removed: permitted under the transition guidance that allowed, among other things, the historical lease classifications to be carried
−Removed: forward without reassessment.
−Removed: Further, the Company elected to not recognize lease assets and lease liabilities for leases
−Removed: with a term of 12 months or less.
−Removed: The adoption of this standard on October 1, 2019 did not have any impact on the Company's
−Removed: consolidated results of operations, financial condition, cash flows, and financial statement disclosures.
−Removed: Summary of Significant
−Removed: Accounting Policies - (continued)
−Removed: Recently Adopted Accounting Pronouncements – (continued)
−Removed: June 2018, the FASB issued ASU No.
−Removed: 2018-07, Compensation-Stock Compensation (Topic 718):
−Removed: Improvements to Nonemployee Share-Based
−Removed: Payment Accounting, which simplifies the accounting for share-based payments to nonemployees for goods and services by aligning
−Removed: it with the accounting for share-based payments to employees, with certain exceptions.
−Removed: The new guidance was effective for the
−Removed: Company beginning on October 1, 2019 and was required to be applied retrospectively with the cumulative effect recognized at the
−Removed: date of initial application.
−Removed: The adoption of this standard on October 1, 2019 did not have any material impact on the Company's
−Removed: consolidated results of operations, financial condition, cash flows, and financial statement disclosures.
−Removed: Accounting Pronouncements Not Yet Adopted
−Removed: December 2019, the FASB issued ASU 2019-12, "Simplifying the Accounting for Income Taxes (ASC 740)", which is intended
−Removed: to simplify various aspects related to accounting for income taxes by removing certain exceptions to the general principles in
−Removed: Topic 740 and clarifying and amending existing guidance to improve consistent application.
−Removed: ASU 2019-12 is effective for the Company
−Removed: on October 1, 2021.
−Removed: Early adoption is permitted.
−Removed: The Company is currently evaluating the impact of this guidance on its consolidated
−Removed: financial statements but does not expect such guidance to have a material impact.
−Removed: the year ended September 30, 2017, the Company was awarded grant funding in the amount of $ 597,886 .
−Removed: The grant was received in
−Removed: equal quarterly installments over a period of two years ending during the year ended September 30, 2020, in exchange for a commitment
+Added: k) Income Taxes
+Added: The Company follows the provisions
+Added: of ASC 740, which requires the asset and liability method of accounting for income taxes.
+Added: Under the asset and liability method,
+Added: deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between
+Added: the financial statements carrying amounts of existing assets and liabilities and their respective tax bases.
+Added: Deferred tax assets
+Added: and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary
+Added: differences are expected to be recovered or settled.
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 6
+Added: Note 2 Summary of
+Added: Significant Accounting Policies – (continued)
+Added: k) Income Taxes – (continued)
+Added: The Company follows the provisions
+Added: of ASC 740 regarding accounting for uncertainty in income taxes.
+Added: The Company initially recognizes tax positions in the financial
+Added: statements when it is more likely than not the position will be sustained upon examination by the tax authorities.
+Added: Such tax positions
+Added: are initially and subsequently measured as the largest amount of tax benefit that is greater than 50% likely of being realized
+Added: upon ultimate settlement with the tax authority assuming full knowledge of the position and all relevant facts.
+Added: Application requires
+Added: numerous estimates based on available information.
+Added: The Company considers many factors when evaluating and estimating its tax positions
+Added: and tax benefits, and its recognized tax positions and tax benefits may not accurately anticipate actual outcomes.
+Added: As additional
+Added: information is obtained, there may be a need to periodically adjust the recognized tax positions and tax benefits.
+Added: These periodic
+Added: adjustments may have a material impact on the consolidated statements of operations.
+Added: The Company recognizes interest
+Added: and penalties related to current income tax expense on the interest income, net line, in the accompanying consolidated statement
+Added: of operations.
+Added: Accrued interest and penalties, if any, are included in accrued liabilities on the consolidated balance sheets.
+Added: l) Stock-based Compensation
+Added: The Company accounts for all stock-based
+Added: payments and awards under the fair value method.
+Added: The fair value of all share purchase
+Added: options and warrants are expensed over their contractual vesting period, or over the expected performance period for only the portion
+Added: of awards expected to vest, in the case of milestone-based vesting, with a corresponding increase to additional paid-in capital.
+Added: Compensation costs for stock-based
+Added: payments with graded vesting are recognized on a straight-line basis.
+Added: Stock based compensation expense is adjusted for actual forfeitures
+Added: of unvested awards as they occur.
+Added: The Company has granted share purchase
+Added: option awards that vest upon achievement of certain performance criteria, or milestone-based awards.
+Added: The Company estimates an implicit
+Added: service period for achieving performance criteria for each award and recognizes the resulting fair value as expense over the implicit
+Added: service period when it concludes that achieving the performance criteria is probable.
+Added: The Company periodically reviews and updates
+Added: as appropriate its estimates of implicit service periods and conclusions on achieving the performance criteria.
+Added: Performance awards
+Added: vest upon achievement of the performance criteria.
+Added: The Company uses the Black-Scholes
+Added: option valuation model to calculate the fair value of share purchase options and warrants at the date of the grant.
+Added: requires the input of subjective assumptions, including the expected price volatility, expected life and estimated forfeitures of
+Added: The Company uses the U.S.
+Added: Treasury daily treasury yield curve rates for the expected term of the option as the
+Added: risk-free rate.
+Added: The expected term represents the period that options granted are expected to be outstanding using the simplified
+Added: The Company’s historical share option exercise experience does not provide a reasonable basis for estimating the
+Added: expected term.
+Added: Expected volatility is based on the average of the daily share price changes over the expected term.
+Added: The Company does
+Added: not estimate forfeitures and elects to record actual forfeitures as they occur.
+Added: The Company has not paid any dividends on its common
+Added: stock historically, therefore no assumption of dividend payments is made in the model.
+Added: These assumptions consist of estimates of
+Added: future market conditions, which are inherently uncertain, and therefore, are subject to management’s judgment.
+Added: these assumptions can materially affect the fair value estimates.
+Added: The purchase price
+Added: of options or warrants may be paid in cash or, if approved by the Company’s compensation committee in advance, “net settled”
+Added: in shares of the Company’s common stock.
+Added: In a net settlement of an option or warrant, the Company does not receive payment of the
+Added: exercise price from the holder but reduces the number of shares of common stock issued upon the exercise of the stock option or warrant
+Added: by the smallest number of whole shares that have an aggregate fair market value equal to or over the aggregate exercise price for the
+Added: option shares covered by the option or warrant exercised.
+Added: Shares issued pursuant to the exercise of options and warrants are issued from
+Added: the Company’s treasury.
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 7
+Added: Note 2 Summary of Significant Accounting Policies –
+Added: Fair Value Measurements
+Added: Fair value is defined as the exchange
+Added: price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous
+Added: market for the asset or liability in an orderly transaction between market participants at the measurement date.
+Added: Assets and liabilities
+Added: that are measured at fair value are reported using a three-level fair value hierarchy that prioritizes the inputs used to measure
+Added: This hierarchy maximizes the use of observable inputs and minimizes the use of unobservable inputs.
+Added: The three levels
+Added: of inputs used to measure fair value are as follows:
+Added: Level 1 - quoted prices (unadjusted) in active markets
+Added: for identical assets or liabilities that the Company has the ability to access at the measurement date;
+Added: Level 2 - observable inputs other
+Added: than Level 1, quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar
+Added: assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable or whose significant
+Added: value drivers are observable;
+Added: Level 3 - assets and liabilities
+Added: whose significant value drivers are unobservable by little or no market activity and that are significant to the fair value of
+Added: the assets or liabilities.
+Added: At September 30, 2021 and 2020,
+Added: the Company did not have any Level 3 assets or liabilities.
+Added: n) Recent Accounting Pronouncements
+Added: December 2019, the FASB issued ASU 2019-12, "Simplifying the Accounting for Income Taxes (ASC 740)", which is intended to simplify
+Added: various aspects related to accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and clarifying
+Added: and amending existing guidance to improve consistent application.
+Added: ASU 2019-12 will be effective for the Company on October 1, 2021.
+Added: Company does not expect such guidance to have a material impact on the Company’s operations, financial condition, or cash flows.
+Added: Note 3 Accrued Liabilities
+Added: The principal components of accrued liabilities consists
+Added: Schedule of components of accrued liabilities
+Added: Clinical site costs and patient visits
+Added: Accrued compensation and benefits
+Added: Fixed contract accruals
+Added: All other accrued liabilities
+Added: Total accrued liabilities
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 8
+Added: Note 4 Other Income
+Added: year ended September 30, 2021, the Company received $ 497,931 of a $995,862 research grant awarded by the Michael J.
+Added: Fox Foundation
+Added: for Parkinson’s Research.
+Added: The grant will be used to fund a clinical trial of the Company’s lead compound, ANAVEX ® 2-73
+Added: related to Parkinson’s disease.
+Added: income is being deferred when received and amortized to other income as the related research and development expenditures are incurred.
+Added: During the year ended September 30, 2021, the Company recognized $ 54,100 of this grant on its statements of operations within grant
+Added: At September 30, 2021 an amount of $ 443,831 (2020:
+Added: $ 0 Nil) of this grant is recorded as deferred grant income, representing
+Added: the amount of this grant which has not yet been amortized to other income.
+Added: year ended September 30, 2017, the Company was awarded grant funding in the amount of $ 597,886 .
+Added: The grant was received in equal
+Added: quarterly installments over a period of two years ending during the year ended September 30, 2020, in exchange for a commitment
to complete clinical testing for a therapeutic drug candidate for the treatment of Rett syndrome.
−Removed: grant income was deferred when received and amortized to other income as the related research and development expenditures were
−Removed: During the year ended September 30, 2020, the Company recognized $ 149,888 (2019:
−Removed: $ 298,943 ) of this grant on its statement
−Removed: of operations as a component of other income.
+Added: income was deferred when received and amortized to other income as the related research and development expenditures were incurred.
+Added: During the year ended September 30, 2021, the Company recognized $ Nil (2020:
+Added: $ 149,888 ) of this grant on its statement of operations
+Added: as a component of other income.
At September 30, 2020, the Company had recognized the full amount of grant funding.
−Removed: Other Income –
and development incentive income
−Removed: and development incentive income during the years ended September 30, 2020 and 2019 represents the receipt by Anavex Australia,
−Removed: of the Australia R&D Credit, as well as receipt by the Company of the New York City Biotechnology Credit (“NYC Biotech
−Removed: the year ended September 30, 2020, the Company recorded research and development incentive income of $ 4,375,025 (AUD 6,392,266 )
−Removed: $ 2,215,691 (AUD 3,281,300 )) in respect of the Australia R&D Credit for eligible research and development expenses incurred
−Removed: during the year, or expenditures to which the Company became eligible during the year.
−Removed: the year ended September 30, 2019, the Company recorded research and development incentive income of $ 250,000 in respect of the
−Removed: NYC Biotech Credit.
−Removed: The Company was no longer eligible for the NYC Biotech Credit for the fiscal year ended September 30, 2020.
−Removed: Equity Offering Agreements
−Removed: Purchase Agreement
−Removed: October 21, 2015, the Company entered into a $50,000,000 purchase agreement (the “2015 Purchase Agreement”) with Lincoln
−Removed: Park Capital Fund, LLC (“Lincoln Park”), pursuant to which the Company could sell and issue to Lincoln Park, and Lincoln
−Removed: Park was obligated to purchase, up to $50,000,000 in value of its shares of common stock from time to time over a 36-month period.
−Removed: the year ended September 30, 2019, the Company issued to Lincoln Park an aggregate of 4,872,696 shares of common stock under the
−Removed: 2015 Purchase Agreement, including 4,848,995 shares of common stock for an aggregate purchase price of $ 13,197,604 and 23,701
−Removed: as commitment shares.
−Removed: At September 30, 2019, all remaining purchase amounts available for issuance under the 2015 Purchase Agreement
−Removed: had been utilized and the 2015 Purchase Agreement has expired pursuant to its terms.
−Removed: As such, no further shares will be sold under
−Removed: the 2015 Purchase Agreement.
−Removed: Equity Offering Agreements
−Removed: - (continued)
+Added: and development incentive income represents income earned by the Company’s Australian subsidiary, of the Australian
+Added: research and development incentive credit, (the “ATO R&D Credit”).
+Added: year ended September 30, 2021, the Company recorded research and development incentive income of $ 4,547,099 (AUD 6,068,993 ) (2020:
+Added: $ 4,375,025 (AUD 6,392,266 )) in respect of the ATO R&D Credit for eligible research and development expenses incurred during
+Added: a matter of course, the Company may be subject to pre-issue review or audit by the ATO.
+Added: The Company was notified that the ATO is performing
+Added: a pre-issue review of the 2020 research and development incentive income return.
+Added: The Company is responding to questions and requests for
+Added: information and does not expect an adverse finding.
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 9
+Added: Note 5 Equity Offerings
+Added: Common shares are voting and are
+Added: entitled to dividends as declared at the discretion of the Board of Directors.
+Added: Preferred Stock
+Added: The Company’s Board of Directors (the
+Added: “Board”) has the authority to issue preferred stock in one or more series and to fix the rights, preferences,
+Added: privileges, restrictions and the number of shares constituting any series or the designation of the series.
+Added: Registered Direct Offering
+Added: On June 22, 2021, the Company and
+Added: Deep Track Capital entered into a securities purchase agreement pursuant to which the Company sold to Deep Track Capital an aggregate
+Added: of 2,380,953 shares of common stock at $ 21 per share in a registered direct offering, for gross proceeds of $ 50,000,013 .
+Added: of the offering were $ 46,902,981 after deducting offering fees and expenses.
+Added: Sales Agreement
+Added: The Company entered into a Controlled
+Added: Equity Offering Sales Agreement on July 6, 2018, which was amended and restated on May 1, 2020 (the “Sales Agreement”)
+Added: with Cantor Fitzgerald & Co.
+Added: and SVB Leerink LLC (together the “Sales Agents”), pursuant to which the Company
+Added: may offer and sell shares of common stock registered under an effective registration statement from time to time through the Sales
+Added: Agents (the “Offering”).
+Added: Upon delivery of a placement notice
+Added: based on the Company’s instructions and subject to the terms and conditions of the Sales Agreement, the Sales Agents may
+Added: sell the Shares by methods deemed to be an “at the market offering” offering, in negotiated transactions at market
+Added: prices prevailing at the time of sale or at prices related to such prevailing market prices, or by any other method permitted by
+Added: law, including negotiated transactions, subject to the prior written consent of the Company.
+Added: The Company is not obligated to make
+Added: any sales of Shares under the Sales Agreement.
+Added: The Company or Sales Agents may suspend or terminate the offering of Shares upon
+Added: notice to the other party, subject to certain conditions.
+Added: The Sales Agents will act as agent on a commercially reasonable efforts
+Added: basis consistent with their normal trading and sales practices and applicable state and federal law, rules and regulations
+Added: and the rules of Nasdaq.
+Added: The Company has agreed to pay
+Added: the Sales Agents commissions for their services of up to 3.0 % of the gross proceeds from the sale of the Shares pursuant to the
+Added: Sales Agreement.
+Added: The Company also agreed to provide the Sales Agents with customary indemnification and contribution rights.
+Added: the year ended September 30, 2021, 5,634,576 shares were sold pursuant to the Offering for gross proceeds of $ 79,107,550 (net
+Added: proceeds of $ 76,670,027 after deducting offering expenses) (2020:
+Added: 1,760,429 shares were sold for gross proceeds of $ 7,499,900
+Added: (net proceeds of $ 7,096,136 )).
+Added: At September 30, 2021, an amount of $ 163,392,550 was registered pursuant to an effective registration
+Added: statement and available to be sold under the Sales Agreement.
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 10
+Added: Note 5 Equity Offering Agreements – (continued)
2019 Purchase Agreement
−Removed: June 7, 2019, the Company entered into a $ 50,000,000 purchase agreement (the “2019 Purchase Agreement”) with Lincoln
−Removed: Park, as amended on July 1, 2020 (the “Amendment Date”), pursuant to which the Company may sell and issue to Lincoln
−Removed: Park, and Lincoln Park is obligated to purchase, up to $50,000,000 in value of its shares of common stock from time to time from
−Removed: June 12, 2019, the date a prospectus supplement under which shares of common stock issuable under the 2019 Purchase Agreement
−Removed: was filed with the SEC, until July 1, 2022, which is the first day of the next month following the 36 -month anniversary of June
−Removed: Company may direct Lincoln Park, at its sole discretion, and subject to certain conditions, to purchase up to 200,000 shares of
−Removed: common stock on any business day (a “Regular Purchase”).
−Removed: The amount of a Regular Purchase may be increased under certain
−Removed: circumstances up to 250,000 shares, provided that Lincoln Park’s committed obligation for Regular Purchases on any business
−Removed: day shall not exceed $2,000,000.
−Removed: In the event the Company purchases the full amount allowed for a Regular Purchase on any given
−Removed: business day, the Company may also direct Lincoln Park to purchase additional amounts as accelerated and additional accelerated
−Removed: The purchase price of shares of common stock related to the future funding will be based on the then prevailing market
−Removed: prices of such shares at the time of sales as described in the 2019 Purchase Agreement.
−Removed: Company’s sale of shares of Common Stock to Lincoln Park subsequent to the Amendment Date is limited to 12,016,457 shares
−Removed: of Common Stock, representing 19.99 % of the shares of the Common Stock outstanding on the Amendment Date unless (i) shareholder
−Removed: approval is obtained to issue more than such amount or (ii) the average price of all applicable sales of Common Stock to Lincoln
−Removed: Park under the 2019 Purchase Agreement after the Amendment Date equals or exceeds the lower of (A) the closing price of the Common
−Removed: Stock on the Nasdaq Capital Market immediately preceding the Amendment Date or (B) the average of the closing prices of the Common
−Removed: Stock on the Nasdaq Capital Market for the five Business Days immediately preceding the Amendment Date, and it also limits the
−Removed: Company’s sale of shares to Lincoln Park to the extent it would cause Lincoln Park to beneficially own more than 4.99% of
−Removed: the Company’s outstanding shares of Common Stock at any given time.
−Removed: consideration for entering into the 2019 Purchase Agreement, the Company issued to Lincoln Park 324,383 shares of common stock
−Removed: as a commitment fee and agreed to issue up to 162,191 shares pro rata, when and if, Lincoln Park purchases at the Company’s
+Added: On June 7, 2019, the Company entered
+Added: into a $ 50,000,000 purchase agreement (the “2019 Purchase Agreement”) with Lincoln Park, as amended on July 1, 2020,
+Added: pursuant to which the Company had the right to sell and issue to Lincoln Park, and Lincoln Park was obligated to purchase, up to
+Added: $ 50,000,000 in value of its shares of common stock from time to time over a three-year period until July 1, 2022.
+Added: In consideration for entering into
+Added: the 2019 Purchase Agreement, the Company issued to Lincoln Park 324,383 shares of common stock as a commitment fee during the year
+Added: ended September 30, 2019 and agreed to issue up to 162,191 shares pro rata, when and if, Lincoln Park purchased, at the Company’s
discretion, the $50,000,000 aggregate commitment.
−Removed: the year ended September 30, 2020, the Company issued to Lincoln Park an aggregate of 7,633,527 (2019 - 1,839,415 ) shares of common
−Removed: stock under the 2019 Purchase Agreement, including 7,564,584 (2019:
−Removed: 1,500,000 ) shares of common stock for an aggregate purchase
−Removed: price of $ 21,254,298 (2019:
+Added: During the year ended September
+Added: 30, 2021, the Company issued to Lincoln Park an aggregate of 4,086,209 (2020 – 7,633,527 ) shares of common stock under the
+Added: 2019 Purchase Agreement, including 4,007,996 (2020:
+Added: 7,564,584 ) shares of common stock for an aggregate purchase price of $ 24,111,198
$ 21,254,298 ) and 78,213 (2020:
68,943 ) commitment shares.
−Removed: At September 30, 2020, an amount of $ 24,111,197
−Removed: $ 45,365,495 ) remained available under the 2019 Purchase Agreement.
−Removed: Equity Offering Agreements
−Removed: - (continued)
−Removed: Company entered into a Controlled Equity Offering Sales Agreement on July 6, 2018, which was amended and restated on May 1, 2020
−Removed: (the “Sales Agreement”) with Cantor Fitzgerald & Co.
−Removed: and SVB Leerink LLC (together the “Sales Agents”),
−Removed: pursuant to which the Company may offer and sell shares of common stock, for aggregate gross sale proceeds of up to $ 50,000,000
−Removed: from time to time through the Sales Agents (the “Offering”).
−Removed: delivery of a placement notice based on the Company’s instructions and subject to the terms and conditions of the Sales
−Removed: Agreement, the Sales Agents may sell the Shares by methods deemed to be an “at the market offering” offering, in negotiated
−Removed: transactions at market prices prevailing at the time of sale or at prices related to such prevailing market prices, or by any
−Removed: other method permitted by law, including negotiated transactions, subject to the prior written consent of the Company.
−Removed: is not obligated to make any sales of Shares under the Sales Agreement.
−Removed: The Company or Sales Agents may suspend or terminate the
−Removed: offering of Shares upon notice to the other party, subject to certain conditions.
−Removed: The Sales Agents will act as agent on
−Removed: a commercially reasonable efforts basis consistent with their normal trading and sales practices and applicable state and federal
−Removed: law, rules and regulations and the rules of Nasdaq.
−Removed: Company has agreed to pay the Sales Agents commissions for their services of up to 3.0 % of the gross proceeds from the sale of
−Removed: the Shares pursuant to the Sales Agreement.
−Removed: The Company also agreed to provide the Sales Agents with customary indemnification
−Removed: and contribution rights.
−Removed: During the year ended September 30, 2020, 1,760,429 shares were sold pursuant to the Offering for gross
−Removed: proceeds of $ 7,499,900 (net proceeds of $ 7,096,136 after deducting offering expenses).
−Removed: At September 30, 2020, an amount of $ 42,500,100
−Removed: remained available under the Sales Agreement.
−Removed: the year ended September 30, 2020 the Company incurred office lease expense of $ 233,423
−Removed: b) Litigation
+Added: At September 30, 2021, no shares
+Added: remained available for issuance under the 2019 Purchase Agreement (September 30, 2020:
+Added: in value of shares).
+Added: Note 6 Commitments and Contingencies
+Added: During the year
+Added: ended September 30, 2021 the Company incurred office lease expense of $ 130,784 (2020:
+Added: b) Employee 401(k) Benefit Plan
+Added: The Company has
+Added: a defined-contribution savings plan under Section 401(k) of the Internal Revenue Code.
+Added: The plan covers all United States based
+Added: United States based employees eligible to participate in the plan may contribute up to the current statutory
+Added: limits under the Internal Revenue Service regulations.
+Added: The 401(k) plan permits the Company to make additional matching contributions
+Added: on behalf of contributing employees.
+Added: During the year ended September 30, 2021, the Company made $ 128,856 (2020:
+Added: in matching contributions under the 401(k) plan.
Company is subject to claims and legal proceedings that arise in the ordinary course of business.
−Removed: Such matters are inherently
−Removed: uncertain, and there can be no guarantee that the outcome of any such matter will be decided favorably to the Company or that
−Removed: the resolution of any such matter will not have a material adverse effect upon the Company's consolidated financial statements.
−Removed: The Company does not believe that any of such pending claims and legal proceedings will have a material adverse effect on its
−Removed: consolidated financial statements.
−Removed: Commitments - (continued)
−Removed: Purchase Warrants
−Removed: following table summarizes the warrant activity during the years ended September 30, 2020 and 2019:
+Added: Such matters are inherently uncertain,
+Added: and there can be no guarantee that the outcome of any such matter will be decided favorably to the Company or that the resolution
+Added: of any such matter will not have a material adverse effect upon the Company’s consolidated financial statements.
+Added: does not believe that any of such pending claims and legal proceedings will have a material adverse effect on its consolidated
+Added: financial statements.
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 11
+Added: Note 6 Commitments and Contingencies – (continued)
+Added: Share Purchase Warrants
+Added: The following table summarizes
+Added: the warrant activity during the years ended September 30, 2021 and 2020:
Schedule of exercisable share purchase warrants outstanding
−Removed: Weighted Average Exercise
−Removed: Number of Shares
Exercise Price
+Added: Number of Shares
Balance, September 30, 2019
Balance, September 30, 2020
−Removed: September 30, 2020
−Removed: the year ended September 30, 2019, the Company issued 4,938 shares in connection with the exercise of 8,750 warrants on a cashless
−Removed: September 30, 2020 the Company had share purchase warrants outstanding as follows:
+Added: Balance, September 30, 2021
+Added: 30, 2021 the Company had share purchase warrants outstanding as follows:
Schedule of share purchase warrants outstanding
Exercise Price
−Removed: June 30, 2021
−Removed: Commitments - (continued)
−Removed: d) Stock–based
−Removed: Compensation Plan
+Added: April 21, 2026
+Added: Stock–based Compensation Plan –(continued)
2015 Stock Option Plan
−Removed: September 18, 2015, the Company’s board of directors approved a 2015 Omnibus Incentive Plan (the “2015 Plan”),
−Removed: which provided for the grant of stock options and restricted stock awards to directors, officers, employees and consultants of
−Removed: maximum number of our common shares reserved for issue under the plan was 6,050,553 shares, subject to adjustment in the event
−Removed: of a change of the Company’s capitalization.
+Added: On September 18, 2015, the Company’s
+Added: board of directors approved a 2015 Omnibus Incentive Plan (the “2015 Plan”), which provided for the grant of stock
+Added: options and restricted stock awards to directors, officers, employees and consultants of the Company.
+Added: The maximum number of our common
+Added: shares reserved for issue under the plan was 6,050,553 shares, subject to adjustment in the event of a change of the Company’s
+Added: capitalization.
At September 30, 2021, 146,371 (2020:
−Removed: 146,371 ) options remain available for
−Removed: issue under the 2015 Plan.
+Added: 133,036 ) options remain available for issue under the 2015 Plan.
2019 Stock Option Plan
−Removed: January 15, 2019, the Board approved the 2019 Omnibus Incentive Plan (the “2019 Plan”), which provides for the grant
−Removed: of stock options and restricted stock awards to directors, officers, employees, consultants and advisors of the Company.
−Removed: the terms of the 2019 Plan, 6,000,000 additional shares of Common Stock are available for issuance under the 2019 Plan, in addition
−Removed: to the shares available under the 2015 Plan.
−Removed: Any awards outstanding under the 2015 Plan or the Company’s 2007 Stock Option
−Removed: Plan (the “2007 Plan”) will remain subject to and be paid under the 2015 Plan or the 2007 Plan, respectively, and
−Removed: any shares subject to outstanding awards under the 2015 Plan or the 2007 Plan that subsequently cease to be subject to such awards
−Removed: (other than by reason of settlement of the awards in shares) will automatically become available for issuance under the 2019 Plan.
−Removed: 2019 Plan provides that it may be administered by the Board, or the Board may delegate such responsibility to a committee.
−Removed: exercise price will be determined by the board of directors at the time of grant shall be at least equal to the fair market value
−Removed: on such date.
−Removed: If the grantee is a 10% stockholder on the grant date, then the exercise price shall not be less than 110% of fair
−Removed: market value of the Company’s shares of common stock on the grant date.
−Removed: Stock options may be granted under the 2019 Plan
−Removed: for an exercise period of up to ten years from the date of grant of the option or such lesser periods as may be determined by
−Removed: the board, subject to earlier termination in accordance with the terms of the 2019 Plan.
+Added: On January 15, 2019, the Board
+Added: approved the 2019 Omnibus Incentive Plan (the “2019 Plan”), which provides for the grant of stock options and restricted
+Added: stock awards to directors, officers, employees, consultants and advisors of the Company.
+Added: Under the terms of the 2019 Plan, 6,000,000
+Added: additional shares of Common Stock are available for issuance under the 2019 Plan, in addition to the shares available under the
+Added: Any awards outstanding under the 2015 Plan or the Company’s 2007 Stock Option Plan (the “2007 Plan”)
+Added: will remain subject to and be paid under the 2015 Plan or the 2007 Plan, respectively, and any shares subject to outstanding awards
+Added: under the 2015 Plan or the 2007 Plan that subsequently cease to be subject to such awards (other than by reason of settlement of
+Added: the awards in shares) will automatically become available for issuance under the 2019 Plan.
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 12
+Added: Note 6 Commitments and Contingencies – (continued)
+Added: Stock–based Compensation Plan – (continued)
+Added: The 2019 Plan provides that it
+Added: may be administered by the Board, or the Board may delegate such responsibility to a committee.
+Added: The exercise price will be determined
+Added: by the board of directors at the time of grant shall be at least equal to the fair market value on such date.
+Added: If the grantee is
+Added: a 10% stockholder on the grant date, then the exercise price shall not be less than 110% of fair market value of the Company’s
+Added: shares of common stock on the grant date.
+Added: Stock options may be granted under the 2019 Plan for an exercise period of up to ten
+Added: years from the date of grant of the option or such lesser periods as may be determined by the board, subject to earlier termination
+Added: in accordance with the terms of the 2019 Plan.
At September 30, 2021, 456,332 (2020:
−Removed: 4,788,333 ) options remain available for issue under the 2019 Plan.
−Removed: summary of the status of Company’s outstanding stock purchase options is presented below:
+Added: 3,161,665 ) options remain available for issue
+Added: under the 2019 Plan.
+Added: A summary of the status of Company’s
+Added: outstanding stock purchase option activity during the years ended September 30, 2021 and 2020 is presented below:
Schedule of outstanding stock purchase options
+Added: Average Grant
+Added: Average Exercise
+Added: intrinsic value
Number of Shares
−Removed: Weighted Average Exercise Price
−Removed: Weighted Average Grant Date Fair Value ($)
−Removed: Aggregate intrinsic value ($)
Outstanding, September 30, 2019
Outstanding, September 30, 2020
+Added: ( 1,421,529 )
Outstanding, September 30, 2021
Exercisable, September 30, 2021
−Removed: the year ended September 30, 2020, the Company issued 721 shares in connection with the exercise of 13,335 options on a cashless
−Removed: Commitments - (continued)
−Removed: d) Stock–based
−Removed: Compensation Plan – (continued)
−Removed: aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the quoted market
−Removed: price of the Company’s stock for the options that were in-the-money on the applicable date.
−Removed: Company recognized stock-based compensation expense of $ 4,876,906 during the year ended September 30, 2020 (2019:
−Removed: $ 6,430,873 )
−Removed: in connection with the issuance and vesting of stock options and warrants in exchange for services.
−Removed: These amounts have been
−Removed: included in general and administrative expenses and research and development expenses on the Company’s consolidated
−Removed: statements of operations as follows:
+Added: The following summarizes information about
+Added: stock options at September 30, 2021 by a range of exercise prices:
+Added: Summarizes information about
+Added: stock options
+Added: Weighted average remaining
+Added: Weighted average
+Added: Weighted average
+Added: Range of exercise prices
+Added: contractual life
+Added: The weighted average grant date
+Added: fair value of options vested during the year ended September 30, 2021 was $ 2.54 (2020:
+Added: At September 30, 2021, the weighted
+Added: average contractual life of options outstanding was 6.79 years (2020:
+Added: 6.96 years) and for options exercisable was 5.51 years (2020:
+Added: The aggregate intrinsic value is
+Added: calculated as the difference between the exercise price of the underlying awards and the quoted market price of the Company’s
+Added: stock for the options that were in-the-money at September 30, 2021.
+Added: The Company recognized stock-based
+Added: compensation expense of $ 8,231,403 during the year ended September 30, 2021 (2020:
+Added: $ 4,876,906 ) in connection with the issuance
+Added: and vesting of stock options and warrants in exchange for services.
+Added: These amounts have been included in general and administrative
+Added: expenses and research and development expenses on the Company’s consolidated statements of operations as follows:
Schedule of general and administrative expenses and research and development expenses
1 unchanged sentence
Research and development
−Removed: Total share based compensation
−Removed: amount of approximately $ 4,040,812 in stock-based compensation is expected to be recorded over the remaining term of such
−Removed: options and warrants through 2023.
−Removed: fair value of each option and warrant award is estimated on the date of grant using the Black Scholes option pricing model based
−Removed: on the following weighted average assumptions:
+Added: Total stock-based compensation
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 13
+Added: Note 6 Commitments – (continued)
+Added: Stock–based Compensation Plan – (continued)
+Added: An amount of approximately $ 21,650,000
+Added: in stock-based compensation is expected to be recorded over the remaining term of such options and warrants through fiscal
+Added: The fair value
+Added: of each option and warrant award is estimated on the date of grant using the Black Scholes option pricing model based on the following
+Added: weighted average assumptions:
Schedule of weighted average assumptions for fair value of each option award
Risk-free interest rate
−Removed: Expected life of option (years)
+Added: Expected life of options (years)
Annualized volatility
Dividend rate
−Removed: fair value of stock compensation charges recognized during the years ended September 30, 2020 and 2019 was determined with reference
−Removed: to the quoted market price of the Company’s shares on the grant date.
−Removed: Company’s U.S.
+Added: The fair value of stock compensation
+Added: charges recognized during the years ended September 30, 2021 and 2020 was determined with reference to the quoted market price
+Added: of the Company’s shares on the grant date.
+Added: Note 7 Income Taxes
+Added: The Company’s U.S.
and foreign loss before income taxes are set forth below:
7 unchanged sentences
$ ( 26,257,806 )
−Removed: components of net deferred income tax assets as of September 30, 2020 and 2019 are as follows:
+Added: The components of net deferred income tax assets as
+Added: of September 30, 2021 and 2020 are as follows:
Schedule of deferred tax asset and liabilities
Net operating loss carryforwards
−Removed: Research and development tax credit carry forwards
+Added: Research and development tax credit carryforwards
Stock-based compensation
6 unchanged sentences
Net deferred tax assets
−Removed: reconciliation of income tax expense at the statutory federal income tax rate and income taxes as reflected in the consolidated
−Removed: financial statements for the years ended September 30, 2020 and 2019 is as follows:
−Removed: Schedule of Effective Income Tax Rate Reconciliation
+Added: Anavex Life Sciences Corp.
+Added: Notes to the Consolidated Financial Statements
+Added: September 30, 2021 – Page 14
+Added: Note 7 Income Taxes – (Continued)
+Added: A reconciliation of income tax
+Added: expense at the statutory federal income tax rate and income taxes as reflected in the consolidated financial statements for the
+Added: years ended September 30, 2021 and 2020 is as follows:
Income tax benefit at statutory federal rate
−Removed: $ ( 5,519,000 )
−Removed: $ ( 5,505,000 )
Foreign income taxed at other rates
+Added: Permanent differences relating to stock based compensation
+Added: Permanent differences relating to Section 162(m)
Other permanent differences
−Removed: Research and development credit benefit
+Added: Adjustment to tax assets based on Section 382
+Added: Research and development credits, net
State and local taxes
−Removed: ( 2,911,000 )
−Removed: ( 1,487,000 )
−Removed: Adjustment and true up to prior year tax provision
+Added: Adjustment and true up to prior years' tax provision
Effect of change in statutory rates
−Removed: State minimum and excise taxes
+Added: State minimum and exise taxes
Change in valuation allowances
Income tax expense
−Removed: of September 30, 2020, the Company had U.S.
+Added: As of September 30, 2021, the
+Added: Company had U.S.
federal net operating loss carryforwards of approximately $ 101.6 million
−Removed: million) which will begin to expire in 2027 and state and local net operating loss carryforwards of approximately $ 103.1 million
−Removed: $ 64.0 million) which will begin to expire in 2036, The Company had approximately $ 4.3 million (Approximately AUD$ 6.0 million)
−Removed: $ 3.5 million) of net operating loss carryforwards in Australia, which have an indefinite life, available to offset future
−Removed: taxable income in those jurisdictions.
−Removed: Income taxes - (continued)
−Removed: Company evaluates its valuation allowance requirements based on available evidence.
−Removed: When circumstances change, and this causes
−Removed: a change in management’s judgment about the recoverability of deferred tax assets, the impact of the change on the valuation
−Removed: allowance is reflected in current income.
−Removed: Because management of the Company does not currently believe that it is more likely
−Removed: than not that the Company will receive the benefit of these assets, a valuation allowance has been established at September 30,
−Removed: 2020 and 2019.
−Removed: Tax Positions
−Removed: Company files income tax returns in the U.S.
+Added: $ 77.0 million)
+Added: of which $37.7 will begin to expire in 2025 and $63.9 can be carried forward indefinitely , state and local net operating loss carryforwards of approximately $ 177.7 million
+Added: $ 103.1 million)
+Added: which will begin to expire in 2036 ,
+Added: and Research and Development tax credits of $ 1.6
+Added: million (2020:
+Added: million) which will begin to expire in 2029.
+Added: The Company had approximately $ 7.9 million
+Added: (approximately AU$ 11.2 million)
+Added: $ 4.3 million)
+Added: of net operating loss carryforwards in Australia, which have an indefinite life, available to offset future taxable income in those
+Added: jurisdictions.
+Added: The Company evaluates its valuation
+Added: allowance requirements based on available evidence.
+Added: When circumstances change, and this causes a change in management’s judgment
+Added: about the recoverability of deferred tax assets, the impact of the change on the valuation allowance is reflected in current income.
+Added: Because management of the Company does not currently believe that it is more likely than not that the Company will receive the
+Added: benefit of these assets, a valuation allowance has been established at September 30, 2021 and 2020.
+Added: Uncertain Tax Positions
+Added: The Company files income tax returns
federal jurisdiction and various state and local and foreign jurisdictions.
−Removed: The Company’s
−Removed: tax returns are subject to tax examinations by U.S.
−Removed: federal and state tax authorities, or examinations by foreign tax authorities
−Removed: until the respective statutes of limitation expire.
−Removed: The Company is subject to tax examinations by tax authorities for all taxation
−Removed: years commencing on or after 2013.
−Removed: the provisions of the Internal Revenue Code, the net operating loss (“NOL”) carryforwards are subject to review and
−Removed: possible adjustment by the Internal Revenue Service and state tax authorities.
−Removed: NOL and tax credit carryforwards may become subject
−Removed: to an annual limitation in the event of an over 50% cumulative change in the ownership interest of significant stockholders over
−Removed: a three-year period, as defined under Sections 382 and 383 of the Internal Revenue Code, as well as similar state tax provisions.
−Removed: This could limit the amount of NOLs that the Company could be entitled to utilize annually to offset future taxable income or
−Removed: tax liabilities.
−Removed: The amount of the annual limitation, if any, would be determined based on the value of the Company immediately
−Removed: prior to the ownership change.
−Removed: Subsequent ownership changes may affect the limitation in future years .
−Removed: The Company completed a Section 382 analysis through the fiscal year ended September 30, 2020 and currently does not believe Section
−Removed: 382 will apply to limit the utilization of available NOLs.
−Removed: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL MATTERS
+Added: The Company’s tax returns are subject
+Added: to tax examinations by U.S.
+Added: federal and state tax authorities, or examinations by foreign tax authorities until the respective
+Added: statutes of limitation expire.
+Added: The Company is subject to tax examinations by tax authorities for all taxation years commencing
+Added: on or after 2014.
+Added: Under the provisions of the Internal
+Added: Revenue Code, the net operating loss (“NOL”) carryforwards are subject to review and possible adjustment by the Internal
+Added: Revenue Service and state tax authorities.
+Added: Under Section 382 of the Internal Revenue Code, NOL and tax credit carryforwards may
+Added: become subject to an annual limitation in the event of an over 50% cumulative change in the ownership interest of significant stockholders
+Added: over a three-year, as well as similar state tax provisions.
+Added: Company conducted a Section 382 study during the year ended September 30, 2021 and determined that, during the year ended September
+Added: 30, 2015, there was a change in ownership which resulted in $25.8 million of federal NOLs being subject to an annual limitation.
+Added: During the year ended September 30, 2021, the Company reduced its federal NOLs by $12.1 million and its Research and development tax
+Added: credit carryforwards by $0.8 million, which are the amount of tax assets that will expire unutilized pursuant to the Section 382
+Added: This resulted in a reduction of $2.5 million of NOLs and $0.8 million of research and development credits
+Added: and a corresponding reduction in the valuation allowance of $ 3.3
+Added: million, which was recorded in the current fiscal year.
+Added: Subsequent ownership changes in future years could trigger additional
+Added: limitations of the Company’s NOLs.
+Added: of September 30, 2021, the Company did not provide any foreign withholding taxes related to its foreign subsidiaries’
+Added: undistributed earnings, as such earnings have been retained and are intended to be indefinitely reinvested to fund ongoing
+Added: operations of the foreign subsidiaries.
+Added: It is not practicable to estimate the amount of taxes that would be payable upon remittance
+Added: of these earnings, because such tax, if any, is dependent upon circumstances existing if and when remittance occur.
+Added: IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL MATTERS
+Added: Not Applicable
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.