UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
(Mark One)
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: March 31, 2022
☐ TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____to _____
Commission File Number: 001-37606
ANAVEX LIFE SCIENCES CORP.
(Exact name of registrant as specified
in its charter)
Nevada
98-0608404
(State or other jurisdiction
of
(IRS Employer
incorporation or organization)
Identification No.)
630 5th Avenue , 20th Floor ,
New York , NY US A 10111
(Address of principal executive offices) (Zip
Code)
1- 844 - 689-3939
(Registrant’s telephone number,
including area code)
Securities Registered Pursuant to Section 12(b)
of the Act:
Title of Each Class
Trading Symbol
Name of Each Exchange on Which Registered
Common Stock Par Value $0.001
AVXL
The NASDAQ Stock Market LLC
Indicate by check mark whether the registrant (1)
has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements
for the past 90 days.
☒ Yes ☐ No
Indicate by check mark whether the registrant has
submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of
this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
☒ Yes ☐ No
Indicate by check mark whether the registrant is a
large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See
the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and
“emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☒
Accelerated filer
☐
Non-accelerated filer
☐
Smaller reporting company
☐
Emerging growth company
☐
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act
☐
Indicate by check mark whether the registrant is
a shell company (as defined in Rule 12b-2 of the Exchange Act).
☐ Yes ☒ No
Indicate the number of shares outstanding of each
of the issuer’s classes of common stock, as of the latest practicable date: 77,408,976 shares of common stock outstanding as of
May 10, 2022.
1
TABLE OF CONTENTS
PART I – FINANCIAL INFORMATION
3
ITEM 1. FINANCIAL STATEMENTS
3
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
4
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS.
19
ITEM 4. CONTROLS AND PROCEDURES
19
PART II – OTHER INFORMATION
19
ITEM 1. LEGAL PROCEEDINGS
19
ITEM 1A. RISK FACTORS
19
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
19
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
20
ITEM 4. MINE SAFETY DISCLOSURES
20
ITEM 5. OTHER INFORMATION.
20
ITEM 6. EXHIBITS.
20
SIGNATURES
21
2
PART I – FINANCIAL
INFORMATION
ITEM 1. FINANCIAL STATEMENTS
3
Anavex Life Sciences Corp.
Interim Condensed Consolidated Financial Statements
March 31, 2022
(Unaudited)
F- 1
Anavex Life Sciences Corp.
Interim Condensed Consolidated Balance Sheets
As at March 31, 2022 and September 30, 2021
(Unaudited)
March 31,
September 30,
2022
2021
Assets
Current assets
Cash and cash equivalents
$
153,342,556
$
152,107,745
Incentive and tax receivables
6,468,987
9,136,831
Prepaid expenses and other current assets
464,605
371,914
Total assets
$
160,276,148
$
161,616,490
Liabilities and stockholders' equity
Current Liabilities
Accounts payable
$
2,631,888
$
4,739,781
Accrued liabilities (Note 4)
4,995,388
5,614,774
Deferred grant income
443,831
443,831
Total liabilities
8,071,107
10,798,386
Commitments and Contingencies - Note 6
Stockholders' equity
Capital stock
Authorized:
10,000,000 preferred stock, par value $ 0.001 per share
200,000,000 common stock, par value $ 0.001 per share
Issued and outstanding:
77,161,688 common shares
(September 30, 2021 - 75,918,465 )
77,163
75,920
Additional paid-in capital
371,437,616
348,328,048
Share proceeds receivable
( 403,696
)
—
Accumulated deficit
( 218,906,042
)
( 197,585,864
)
Total stockholders' equity
152,205,041
150,818,104
Total liabilities and stockholders' equity
$
160,276,148
$
161,616,490
See Accompanying Notes to Condensed Consolidated Interim Financial Statements
F- 2
Anavex Life Sciences Corp.
Interim Condensed Consolidated
Statements of Operations and Comprehensive Loss
For the three and six months ended March 31, 2022 and 2021
(Unaudited)
Three months ended March 31,
Six months ended March 31,
2022
2021
2022
2021
Operating expenses
General and administrative
$
2,915,158
$
2,233,745
$
5,982,109
$
3,704,401
Research and development
8,604,589
6,720,841
17,261,028
14,646,360
Total operating expenses
( 11,519,747
)
( 8,954,586
)
( 23,243,137
)
( 18,350,761
)
Other income (expenses)
Grant income
—
10,820
—
10,820
Research and development incentive income
835,513
960,879
1,646,243
2,230,195
Interest income, net
7,578
9,216
12,488
7,657
Foreign exchange gain (loss), net
268,645
( 154,563
)
324,008
178,071
Total other income, net
1,111,736
826,352
1,982,739
2,426,743
Net loss before provision for income taxes
( 10,408,011
)
( 8,128,234
)
( 21,260,398
)
( 15,924,018
)
Income tax expense, current
( 29,800
)
( 26,988
)
( 59,780
)
( 86,269
)
Net loss and comprehensive loss
$
( 10,437,811
)
$
( 8,155,222
)
$
( 21,320,178
)
$
( 16,010,287
)
Net Loss per share
Basic and diluted
$
( 0.14
)
$
( 0.12
)
$
( 0.28
)
$
( 0.24
)
Weighted average number of shares outstanding
Basic and diluted
76,248,603
68,594,867
76,121,792
66,421,380
See Accompanying Notes to Condensed Consolidated Interim Financial Statements
F- 3
Anavex Life Sciences Corp.
Interim Condensed Consolidated Statement of Changes in Stockholders' Equity
For the three months ended March 31, 2022 and 2021
(Unaudited)
Common Stock
Additional Paid-in
Share proceeds
Accumulated
Shares
par value
Capital
Receivable
Deficit
Total
Balance, January 1, 2022
76,155,187
76,156
354,759,781
—
$
( 208,468,231
)
146,367,706
Shares issued pursuant to exercise of stock options
39,700
40
123,386
—
—
123,426
Shares issued under Sales Agreement
966,801
967
12,489,713
( 403,696
)
—
12,086,984
Less: share issue costs
—
—
( 374,720
)
—
—
( 374,720
)
Stock based compensation
—
—
4,439,456
—
—
4,439,456
Net loss
—
—
—
—
( 10,437,811
)
( 10,437,811
)
Balance, March 31, 2022
77,161,688
$
77,163
$
371,437,616
$
( 403,696
)
$
( 218,906,042
)
$
152,205,041
Balance, January 1, 2021
66,962,957
$
66,964
$
213,766,108
—
$
( 167,532,295
)
$
46,300,777
Shares issued under 2019 purchase agreement
Purchase shares
661,708
662
6,649,134
—
—
6,649,796
Commitment shares
21,571
22
( 22
)
—
—
—
Shares issued upon exercise of options
346,900
347
998,455
—
—
998,802
Shares issued under Sales Agreement
2,037,484
2,037
29,039,187
—
—
29,041,224
Less: share issue costs
—
—
( 871,237
)
—
—
( 871,237
)
Stock based compensation
—
—
1,846,156
—
—
1,846,156
Net loss
—
—
—
—
( 8,155,222
)
( 8,155,222
)
Balance, March 31, 2021
70,030,620
$
70,032
$
251,427,781
$
—
$
( 175,687,517
)
$
75,810,296
See Accompanying Notes to Condensed Consolidated Interim Financial Statements
F- 4
Anavex
Life Sciences Corp.
Interim
Condensed Consolidated Statement of Changes in Stockholders' Equity
For
the six months ended March 31, 2022 and 2021
(Unaudited)
Common Stock
Additional Paid-in
Share proceeds
Accumulated
Shares
Par Value
Capital
Receivable
Deficit
Total
Balance, October 1, 2021
75,918,465
$
75,920
$
348,328,048
—
$
( 197,585,864
)
$
150,818,104
Shares issued under Sales Agreement
1,066,389
1,066
14,802,398
( 403,696
)
—
14,399,768
Less: share issue costs
—
—
( 537,806
)
—
—
( 537,806
)
Shares issued upon exercise of stock options
176,834
177
496,746
—
—
496,923
Stock based compensation
—
—
8,348,230
—
—
8,348,230
Net loss
—
—
—
—
( 21,320,178
)
( 21,320,178
)
Balance, March 31, 2022
77,161,688
$
77,163
$
371,437,616
$
( 403,696
)
$
( 218,906,042
)
$
152,205,041
Balance, October 1, 2020
62,045,198
$
62,047
$
186,851,752
—
$
( 159,677,230
)
$
27,236,569
Shares issued under 2019 Purchase Agreement
—
Purchase shares
4,007,996
4,008
24,107,190
—
—
24,111,198
Commitment shares
78,213
78
( 78
)
—
—
—
Shares issued upon exercise of options
346,900
347
998,455
—
—
998,802
Shares issued under Sales Agreement
3,552,313
3,552
37,819,689
—
—
37,823,241
Less: share issue costs
—
—
( 1,134,697
)
—
—
( 1,134,697
)
Stock based compensation
—
—
2,785,470
—
—
2,785,470
Net loss
—
—
—
—
( 16,010,287
)
( 16,010,287
)
Balance, March 31, 2021
70,030,620
$
70,032
$
251,427,781
$
—
$
( 175,687,517
)
$
75,810,296
See Accompanying Notes to Condensed Consolidated Interim Financial Statements
F- 5
Anavex Life Sciences Corp.
Interim Condensed Consolidated Statements of Cash Flows
For the six months ended March 31, 2022 and 2021
(Unaudited)
2022
2021
Cash flows used in operating activities
Net loss
$
( 21,320,178
)
$
( 16,010,287
)
Adjustments to reconcile net loss to net cash used in operations:
Stock-based compensation
8,348,230
2,785,470
Changes in working capital balances:
Incentive and tax receivables
2,667,844
( 2,478,750
)
Prepaid expenses and other current assets
( 109,056
)
57,030
Accounts payable
( 2,107,893
)
( 331,002
)
Accrued liabilities
( 619,386
)
302,205
Deferred grant income
—
487,111
Net cash used in operating activities
( 13,140,439
)
( 15,188,223
)
Cash flows provided by financing activities
Issuance of common shares
14,399,768
61,934,439
Share issue costs
( 521,441
)
( 1,134,697
)
Proceeds from exercise of stock options
496,923
998,802
Net cash provided by financing activities
14,375,250
61,798,544
Increase in cash and cash equivalents during the period
1,234,811
46,610,321
Cash and cash equivalents, beginning of period
152,107,745
29,249,018
Cash and cash equivalents, end of period
$
153,342,556
$
75,859,339
Supplemental Cash Flow Information
Cash paid for state and local minimum income taxes
$
141,374
$
59,281
See Accompanying Notes to Condensed Consolidated Interim Financial Statements
F- 6
Anavex
Life Sciences Corp.
Notes to
the Condensed Consolidated Interim Financial Statements
March 31,
2022
(Unaudited)
Note 1 Description of Business and Basis
of Presentation
Description
of Business
Anavex Life Sciences Corp. (“Anavex”
or the “Company”) is a clinical stage biopharmaceutical company engaged in the development
of differentiated therapeutics by applying precision medicine to central nervous system (“CNS”) diseases with high
unmet need. Anavex analyzes genomic data from clinical studies to identify biomarkers, which are used to select patients that will
receive the therapeutic benefit for the treatment of neurodegenerative and neurodevelopmental diseases. The Company’s
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”) .
Basis of
Presentation
These unaudited interim condensed
consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission
(“SEC”) and accounting principles generally accepted in the United States of America (“U.S. GAAP”) for
interim reporting. Accordingly, certain information and note disclosures normally included in the annual
financial statements in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. In the
opinion of management, the disclosures are adequate to make the information presented not misleading.
These accompanying unaudited interim
condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion
of management are necessary for fair presentation of the information contained herein. The consolidated balance sheet as of September
30, 2021 was derived from the audited annual financial statements but does not include all disclosures required by U.S. GAAP. The
accompanying unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated
financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended September
30, 2021 filed with the SEC on November 24, 2021. The Company follows the same accounting policies in the preparation of interim
reports.
Operating results for the three
and six months ended March 31, 2022 are not necessarily indicative of the results that may be expected for the year ending September
30, 2022.
Liquidity
All of the Company’s
potential drug compounds are in the clinical development stage and the Company cannot be certain that its research and development
efforts will be successful or, if successful, that its potential drug compounds will ever be approved for sales to pharmaceutical
companies or generate commercial revenues. To date, we have not generated any revenues from our operations. The Company expects the
business to continue to experience negative cash flows from operations for the foreseeable future and cannot predict when, if ever,
our business might become profitable.
F- 7
Anavex
Life Sciences Corp.
Notes to
the Condensed Consolidated Interim Financial Statements
March 31,
2022
(Unaudited)
Note 1 Description of Business and Basis
of Presentation – (Continued)
Management believes that the current
working capital position will be sufficient to meet the Company’s working capital requirements beyond the next 12 months
after the date that these interim condensed consolidated financial statements are issued. The process of drug development can be
costly, and the timing and outcomes of clinical trials is uncertain. The assumptions upon which the Company has based its
estimates are routinely evaluated and may be subject to change. The actual amount of the Company’s expenditures will
vary depending upon a number of factors including but not limited to the design, timing and duration of future clinical trials,
the progress of the Company’s research and development programs and the level of financial resources available. The Company
has the ability to adjust its operating plan spending levels based on the timing of future clinical trials.
Other than our rights related to
the Sales Agreement (as defined below in Note 5), there can be no assurance that additional financing will be available to us when
needed or, if available, that it can be obtained on commercially reasonable terms. If the Company is not able to obtain the additional
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
development activities.
Coronavirus Disease 2019 (COVID-19)
The recent global outbreak of COVID-19 has
not had a material impact on the Company’s results of operations or financial condition as of March 31, 2022. However, the pandemic
continues to rapidly evolve as of the date these condensed consolidated interim financial statements are issued and has created a dynamic
and uncertain situation in the global economy. As such, it is uncertain as to the full magnitude that the outbreak will have on the Company’s
financial condition and future results of operations. Management is actively monitoring the global situation on its business, including
on its clinical trials and operations and financial condition. Given the daily evolution of the COVID-19 situation, 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 of operations or financial
condition.
Use of Estimates
The preparation of financial statements
in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and
liabilities at the date of the financial statements and the reported amounts of revenue and expenses in the reporting period. The
Company regularly evaluates estimates and assumptions related to accounting for research and development costs, incentive income
receivable, valuation and recoverability of deferred tax assets, asset impairment, stock-based compensation, and loss contingencies.
The Company bases its estimates and assumptions on current facts, historical experience, and various other factors that it believes
to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of
assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results
experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material
differences between the estimates and the actual results, future results of operations will be affected.
F- 8
Anavex
Life Sciences Corp.
Notes to
the Condensed Consolidated Interim Financial Statements
March 31,
2022
(Unaudited)
Note 1 Description of Business and Basis
of Presentation – (Continued)
Principles of Consolidation
These consolidated financial statements
include the accounts of Anavex Life Sciences Corp. and its wholly-owned subsidiaries, Anavex Australia Pty Limited. (“Anavex
Australia”), a company incorporated under the laws of Australia, Anavex Germany GmbH, a company incorporated under the laws
of Germany, and Anavex Canada Ltd., a company incorporated under the laws of the Province of Ontario, Canada. All inter-company
transactions and balances have been eliminated.
Fair Value Measurements
The fair value hierarchy under
GAAP is based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be
used to measure fair value which are the following:
Level 1 -
quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2
- observable inputs other than Level 1, quoted prices for similar assets or liabilities in active
markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and
model-derived prices whose inputs are observable or whose significant value drivers are observable; and
Level 3 -
assets and liabilities whose significant value drivers are unobservable by little or no market activity and that are significant
to the fair value of the assets or liabilities.
The book value of cash and cash
equivalents and accounts payable and accrued liabilities approximate their fair values due to the short-term maturity of those
instruments.
At March 31, 2022 and September
30, 2021, the Company did not have any Level 3 assets or liabilities.
Basic and Diluted
Loss per Share
Basic income/(loss) per common
share is computed by dividing net income/(loss) available to common stockholders by the weighted average number of common shares
outstanding during the period. Diluted income/(loss) per common share is computed by dividing net income/(loss) available to common
stockholders by the sum of (1) the weighted-average number of common shares outstanding during the period, (2) the dilutive effect
of the assumed exercise of options and warrants using the treasury stock method and (3) the dilutive effect of other potentially
dilutive securities. For purposes of the diluted net loss per share calculation, options and warrants are potentially dilutive
securities and are excluded from the calculation of diluted net loss per share because their effect would be anti-dilutive.
As of March 31, 2022, loss per
share excludes 11,510,319 (September 30, 2021 – 11,540,903 ) potentially dilutive common shares related to outstanding options
and warrants, as their effect was anti-dilutive.
F- 9
Anavex
Life Sciences Corp.
Notes to
the Condensed Consolidated Interim Financial Statements
March 31,
2022
(Unaudited)
Note 2 Recent Accounting Pronouncements
Recently
Adopted Accounting Pronouncements
Effective
October 1, 2021, the Company adopted ASU 2019-12, “Simplifying the Accounting for Income Taxes (ASC 740)”, which is
intended to simplify various aspects related to accounting for income taxes by removing certain exceptions to the general principles
in Topic 740 and clarifying and amending existing guidance to improve consistent application. There was no material impact on the
Company’s operations, financial condition, or cash flows.
Note 3 Other Income
Grant Income
During the
year ended September 30, 2021, the Company received $ 497,931 of a $ 995,862 research grant awarded by the Michael J. Fox Foundation
for Parkinson’s Research. The grant will be used to fund a clinical trial of the Company’s lead compound, ANAVEX ® 2-73
related to Parkinson’s disease.
The
grant income is being deferred when received and amortized to other income as the related research and development expenditures are
incurred. During the three and six months ended March 31, 2022, the Company did not recognize any of this grant on its statements of
operations (2021: $ 10,820 and $ 10,820 , respectively). At March 31, 2022, an amount of $ 443,831
(September 30, 2021: $ 443,831 )
of this grant is recorded as deferred grant income, representing the amount of this grant which has not yet been amortized to other
income. The Company will recognize this income on its statement of operations as the relating expenditures are incurred to offset
the income.
Research
and development incentive income
Research
and development incentive income represents the receipt by Anavex Australia, of the Australian research
and development incentive credit, (the “R&D Incentive Credit”).
During the
three and six months ended March 31, 2022 the Company recorded research and development incentive income of $ 835,513 (AUD 1,146,955 )
and $ 1,646,243 (AUD 2,263,317 ) (2021: $ 960,879 (AUD 1,244,133 ) and $ 2,230,195 (AUD 2,980,095 )), respectively, related to the R&D
Incentive Credit for eligible research and development expenses incurred during the period.
Note 4 Accrued liabilities
The principal components of accrued liabilities
consists of:
Schedule of Accrued Liabilities
March 31,
September 31,
2022
2021
Clinical site costs and patient visits
$
1,797,377
$
2,035,800
Accrued compensation and benefits
511,234
1,201,903
Fixed contract accruals
391,818
649,649
Accrued license fees payables
500,000
—
All other accrued liabilities
1,794,959
1,727,422
Total accrued liabilities
$
4,995,388
$
5,614,774
F- 10
Anavex
Life Sciences Corp.
Notes to
the Condensed Consolidated Interim Financial Statements
March 31,
2022
(Unaudited)
Note 5 Equity Offerings
Common Stock
Common shares are voting and are
entitled to dividends as declared at the discretion of the Board of Directors.
Preferred Stock
The Company’s Board of Directors
(the “Board”) has the authority to issue preferred stock in one or more series and to fix the rights, preferences,
privileges, restrictions and the number of shares constituting any series of the designation of the series.
Sales Agreement
The Company entered into a Controlled
Equity Offering Sales Agreement on July 6, 2018, which was amended and restated on May 1, 2020 (the “Sales Agreement”)
with Cantor Fitzgerald & Co. and SVB Leerink LLC (together the “Sales Agents”), pursuant to which the Company
may offer and sell shares of common stock registered under an effective registration statement from time to time through the Sales
Agents (the “Offering”).
Upon delivery of a placement notice
based on the Company’s instructions and subject to the terms and conditions of the Sales Agreement, the Sales Agents may
sell the Shares by methods deemed to be an “at the market offering” offering, in negotiated transactions at market
prices prevailing at the time of sale or at prices related to such prevailing market prices, or by any other method permitted by
law, including negotiated transactions, subject to the prior written consent of the Company. The Company is not obligated to make
any sales of Shares under the Sales Agreement. The Company or Sales Agents may suspend or terminate the offering of Shares upon
notice to the other party, subject to certain conditions. The Sales Agents will act as agent on a commercially reasonable efforts
basis consistent with their normal trading and sales practices and applicable state and federal law, rules and regulations
and the rules of Nasdaq.
The 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 the Shares pursuant to the Sales
Agreement. The Company also agreed to provide the Sales Agents with customary indemnification and contribution rights. During the
six months ended March 31, 2022, 1,066,389 shares were sold pursuant to the Offering for gross proceeds of $ 14,803,464 (net proceeds
of $ 14,265,658 after deducting offering expenses) (2021: 3,552,313 shares were sold for gross proceeds of $ 37,823,241 (net proceeds
of $ 36,688,544 after deducting offering expenses)). At March 31, 2022, an amount of $ 148,589,086 (September 30, 2021: $ 163,392,550 )
was registered pursuant to an effective registration statement and remained available to be sold under the Sales Agreement.
F- 11
Anavex
Life Sciences Corp.
Notes to
the Condensed Consolidated Interim Financial Statements
March 31,
2022
(Unaudited)
Note 5 Equity Offerings
– (continued)
2019 Purchase Agreement
On June 7, 2019, the Company entered
into a $ 50,000,000 purchase agreement (the “2019 Purchase Agreement”) with Lincoln Park, as amended on July 1, 2020,
pursuant to which the Company had the right to sell and issue to Lincoln Park, and Lincoln Park was obligated to purchase, up to
$ 50,000,000 in value of its shares of common stock from time to time over a three-year period until July 1, 2022.
In consideration for entering into
the 2019 Purchase Agreement, the Company issued to Lincoln Park 324,383 shares of common stock as a commitment fee during the year
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.
At March 31, 2022 and September
30, 2021, no shares remained available for issuance under the 2019 Purchase Agreement. During the six months ended March
31, 2021, the Company issued to Lincoln Park an aggregate of 4,086,209 shares of common stock including 4,007,996 shares of common
stock for an aggregate purchase price of $ 24,111,198 and 78,213 commitment shares.
Note 6 Commitments and Contingencies
a) Leases
During
the three and six months ended March 31, 2022, the Company incurred office lease expense of $ 16,488 and $ 21,333 (2021: $ 29,903
and $ 98,290 ), respectively.
b) Employee 401(k) Benefit Plan
The
Company has a defined-contribution savings plan under Section 401(k) of the Internal Revenue Code. The plan covers all United States
based employees. United States based employees eligible to participate in the plan may contribute up to the current statutory limits
under the Internal Revenue Service regulations. The 401(k) plan permits the Company to make additional matching contributions on
behalf of contributing employees. During the three and six months ended March 31, 2022, the Company made $ 70,940 and $ 93,622 (2021:
$ 57,484 and $ 74,040 ), respectively, in matching contributions under the 401(k) plan.
c) Litigation
The
Company is subject to claims and legal proceedings that arise in the ordinary course of business. Such matters are inherently uncertain,
and there can be no guarantee that the outcome of any such matter will be decided favorably to the Company or that the resolution
of any such matter will not have a material adverse effect upon the Company’s consolidated financial statements. The Company
does not believe that any of such pending claims and legal proceedings will have a material adverse effect on its consolidated
financial statements.
F- 12
Anavex
Life Sciences Corp.
Notes to
the Condensed Consolidated Interim Financial Statements
March 31,
2022
(Unaudited)
Note 6 Commitments and Contingencies
– (Continued)
d) Share Purchase Warrants
A summary of the status of the Company’s
outstanding share purchase warrants is presented below:
Schedule of exercisable share purchase warrants outstanding
Weighted
Average
Number of
Exercise Price
Shares
($)
Balance, September 30, 2020
500,000
3.88
Granted
60,000
12.00
Exercised
( 350,000 )
4.19
Balance, September 30, 2021
210,000
5.69
Forfeited
( 50,000 )
12.00
Balance, March 31, 2022
160,000
3.72
At March 31,
2022, the Company had share purchase warrants outstanding as follows:
Schedule of share purchase warrants outstanding
Number
Exercise Price
Expiry Date
150,000
$ 3.17
May 6, 2024
10,000
$ 12.00
April 21, 2026
160,000
e) Stock–based Compensation Plan
2015 Stock Option Plan
On September 18, 2015, the Company’s
Board approved a 2015 Omnibus Incentive Plan (the “2015 Plan”), which provided for the grant of stock options and restricted
stock awards to directors, officers, employees and consultants of the Company.
The maximum number of our common 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 capitalization.
F- 13
Anavex
Life Sciences Corp.
Notes to
the Condensed Consolidated Interim Financial Statements
March 31,
2022
(Unaudited)
Note 6 Commitments and Contingencies – (Continued)
e) Stock-based Compensation Plan – (Continued)
2019 Stock Option Plan
On January 15, 2019, the Board approved
the 2019 Omnibus Incentive Plan (the “2019 Plan”), which provides for the grant of stock options and restricted stock
awards to directors, officers, employees, consultants and advisors of the Company.
The maximum number of our common shares
reserved for issue under the plan was 6,000,000 shares, subject to adjustment in the event of a change of the Company’s capitalization.
At March 31, 2022, 406,453 options
previously available under the 2019 Plan and the 2015 Plan became available under the 2022 Plan.
2022 Stock Option Plan
On March 25, 2022, the Board approved,
subject to stockholder approval, the 2022 Omnibus Incentive Plan (the “2022 Plan”). Under the terms of the 2022 Plan,
10,000,000 additional shares of Common Stock will be available for issuance under the plan, in addition to the shares available
under the 2019 Plan and the 2015 Plan. Any awards outstanding under a previous stock option plan will remain subject to and be
paid under such plan, and any shares subject to outstanding awards under a previous plan that subsequently cease to be subject
to such awards (other than by reason of settlement of the awards in shares) will automatically become available for issuance under
the 2022 Plan.
The 2022 Plan provides that it may
be administered by the Board, or the Board may delegate such responsibility to a committee. The exercise price will be determined
by the Board at the time of grant shall be at least equal to the fair market value on such date. If the grantee is 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 shares of common
stock on the grant date. Stock options may be granted under the 2022 Plan 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 the board, subject to earlier termination in accordance with
the terms of the 2022 Plan. At March 31, 2022, no awards had been issued under the 2022 Plan and 10,406,453 options were available
for issue under the 2022 Plan, subject to stockholder approval.
F- 14
Anavex
Life Sciences Corp.
Notes to
the Condensed Consolidated Interim Financial Statements
March 31,
2022
(Unaudited)
Note 6 Commitments and Contingencies – (Continued)
e) Stock-based Compensation Plan – (Continued)
A summary of the status of Company’s
outstanding stock options is presented below:
Schedule of outstanding stock purchase options
Weighted
Weighted
Average
Average Grant
Aggregate
Number of
Exercise Price
Date Fair Value
intrinsic value
Shares
($)
($)
($)
Outstanding, September 30, 2020
10,076,266
3.48
14,982,581
Granted
2,732,000
12.55
9.32
Forfeited
( 55,834
)
3.04
2.43
Exercised
( 1,421,529
)
2.89
2.43
24,446,305
Outstanding, September 30, 2021
11,330,903
5.74
140,132,451
Granted
300,000
15.16
10.19
Forfeited
( 103,750
)
5.39
4.04
Exercised
( 176,834
)
2.81
2.23
Outstanding, March 31, 2022
11,350,319
6.04
81,056,222
Exercisable, March 31, 2022
8,201,651
3.81
70,271,175
The following summarizes information
about stock options at March 31, 2022 by a range of exercise prices:
Schedule Of Share-based Payment Arrangement, Option, Activity
Weighted
Range of exercise
average
Weighted
Weighted
prices
Number of
remaining
average
Number of
average
outstanding
contractual
exercise
vested
exercise
From
To
options
life (in years)
price
options
price
$
0.92
$
2.96
4,108,765
5.67
2.29
4,059,181
2.29
$
3.15
$
4.80
2,097,500
5.85
3.30
1,822,500
3.30
$
5.04
$
8.98
3,347,054
5.91
6.06
2,207,054
6.35
$
11.10
$
17.03
500,000
8.03
13.53
67,916
12.62
$
18.11
$
24.58
1,297,000
9.33
19.39
45,000
24.08
11,350,319
8,201,651
The weighted average grant date
fair value of options vested during the three and six months ended March 31, 2022 was $ 3.20 (2021: $ 2.28 ). At March 31, 2022, the
weighted average contractual life of options outstanding was 6.29 years (September 30, 2021: 6.79 years) and for options exercisable
was 5.37 years (September 30, 2021: 5.51 years).
The aggregate intrinsic value is calculated
as the difference between the exercise price of the underlying awards and the quoted market price of the Company’s stock
for the options that were in-the-money at March 31, 2022.
F- 15
Anavex
Life Sciences Corp.
Notes to
the Condensed Consolidated Interim Financial Statements
March 31,
2022
(Unaudited)
Note 6 Commitments and Contingencies – (Continued)
e) Stock-based Compensation Plan – (Continued)
Schedule of general and administrative expenses and research and development expenses
Three months ended March 31,
Six months ended March 31,
2022
2021
2022
2021
General and administrative
$
1,577,831
$
793,957
$
3,249,557
$
1,216,780
Research and development
2,861,625
1,052,199
5,098,673
1,568,690
Total stock-based compensation
$
4,439,456
$
1,846,156
$
8,348,230
$
2,785,470
During
the three and six months ended March 31, 2022, the Company recognized stock-based compensation expense of $ 4,439,456 and $ 8,348,230
(2021: $ 1,846,156 and $ 2,785,470 ), respectively, in connection with the issuance and vesting of stock options and warrants
in exchange for services. These amounts have been included in general and administrative expenses and research and development
expenses on the Company’s statement of operations as follows:
An amount of approximately $ 16,030,270
in stock-based compensation is expected to be recorded over the remaining term of such options through fiscal 2025.
The fair value
of each option award granted during the three and six months ended March 31, 2022 and 2021 is estimated on the date of grant using
the Black Scholes option pricing model based on the following weighted average assumptions:
Schedule of weighted average assumptions for fair value of each option award
2022
2021
Risk-free interest rate
1.40
%
0.64
%
Expected life of options (years)
4.90
5.64
Annualized volatility
95.88
%
96.26
%
Dividend rate
0.00
%
0.00
%
The fair value of stock compensation
charges recognized during the three and six months ended March 31, 2022 and 2021 was determined with reference to the quoted market
price of the Company’s shares on the grant date.
F- 16
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
Forward-Looking Statements
This Quarterly Report on Form 10-Q includes forward-looking
statements. All statements other than statements of historical facts contained in this Quarterly Report on Form 10-Q, including statements
regarding our anticipated future clinical and regulatory milestone events, future financial position, business strategy and plans and
objectives of management for future operations, are forward-looking statements. The words “believe,” “may,” “estimate,”
“continue,” “anticipate,” “intend,” “expect” “should,” “forecast,”
“could,” “suggest,” “plan” and similar expressions, as they relate to us, are intended to identify
forward-looking statements. Such forward-looking statements include, without limitation, statements regarding:
●
volatility in our stock and in the markets in general;
●
our ability to successfully conduct clinical and preclinical trials for our product candidates;
●
our ability to raise additional capital on favorable terms and the impact of such activities on our stockholders and stock price;
●
the impact of the COVID-19 outbreak and its effect on us;
●
our ability to generate any revenue or to continue as a going concern;
●
our ability to execute our research and development plan on time and on budget;
●
our products’’ ability to demonstrate efficacy or an acceptable safety profile of our product candidates;
●
our ability to obtain the support of qualified scientific collaborators;
●
our ability, whether alone or with commercial partners, to successfully commercialize any of our product candidates that may be approved for sale;
●
our ability to identify and obtain additional product candidates;
●
our reliance on third parties in non-clinical and clinical studies;
●
our ability to defend against product liability claims;
●
our ability to safeguard against security breaches;
●
our ability to obtain and maintain sufficient intellectual property protection for our product candidates;
●
our ability to comply with our intellectual property licensing agreements;
●
our ability to defend against claims of intellectual property infringement;
●
our ability to comply with the maintenance requirements of the government patent agencies;
●
our ability to protect our intellectual property rights throughout the world;
●
competition;
●
the anticipated start dates, durations and completion dates of our ongoing and future clinical studies;
●
the anticipated designs of our future clinical studies;
●
the impact of fast track designation on receipt of actual FDA approval;
●
our anticipated future regulatory submissions and our ability to receive regulatory approvals to develop and market our product candidates, including any orphan drug or fast track designations; and
●
our anticipated future cash position.
We have based these forward-looking statements largely
on our current expectations and projections about future events, including the responses we expect from the U.S. Food and Drug Administration,
(“FDA”), and other regulatory authorities and financial trends that we believe may affect our financial condition, results
of operations, business strategy, preclinical and clinical trials, and financial needs. These forward-looking statements are subject to
a number of risks, uncertainties and assumptions including without limitation the risks described in “Risk Factors” in Part
I, Item 1A of our Annual Report on Form 10-K filed with the Securities and Exchange Commission on November 24, 2021. These risks are not
exhaustive. Other sections of this Quarterly Report on Form 10-Q include additional factors which could adversely impact our business
and financial performance. Moreover, we operate in a very competitive and rapidly changing environment. New risk factors emerge from time
to time and it is not possible for our management to predict all risk factors, nor can we assess the impact of all factors on our business
or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any
forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. We cannot assure you
that the events and circumstances reflected in the forward-looking statements will be achieved or occur and actual results could differ
materially from those projected in the forward-looking statements. Except as required by applicable laws including the securities laws
of the United States, we assume no obligation to update or supplement forward-looking statements.
4
As used in this Quarterly Report on Form 10-Q, the
terms “we,” “us,” “our,” and “Anavex” mean Anavex Life Sciences Corp., unless the context
clearly requires otherwise.
Our Current Business
Anavex Life Sciences Corp. is a clinical stage biopharmaceutical
company engaged in the development of differentiated therapeutics by applying precision medicine to central nervous system (“CNS”)
diseases with high unmet need. We analyze genomic data from clinical studies to identify biomarkers, which we use to select patients that
will receive the therapeutic benefit for the treatment of neurodegenerative and neurodevelopmental diseases.
Our 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”).
We currently have two core programs and two seed programs.
Our core programs are at various stages of clinical and preclinical development, in neurodegenerative and neurodevelopmental diseases.
The following table summarizes key information about our programs:
* = Orphan Drug Designation by the FDA; Dashed
lines indicate planned clinical studies
Anavex has a portfolio of compounds varying in sigma-1
receptor (S1R) binding activities. The SIGMAR1 gene encodes the S1R protein, which is an intracellular chaperone protein with important
roles in cellular communication. S1R is also involved in transcriptional regulation at the nuclear envelope and restores homeostasis and
stimulates recovery of cell function when activated. In order to validate the ability of our compounds to activate quantitatively the
S1R, we performed, in collaboration with Stanford University, a quantitative Positron Emission Tomography (PET) imaging scan in mice,
which demonstrated a dose-dependent ANAVEX ® 2-73 target engagement or receptor occupancy (RO) with S1R in the brain.
5
Source: Reyes S et al., Sci Rep. 2021 Aug 25; 11(1):17150
Cellular Homeostasis
Many diseases are possibly directly caused by chronic
homeostatic imbalances or cellular stress of brain cells. In pediatric diseases like Rett syndrome or infantile spasms, the chronic cellular
stress is possibly caused by the presence of a constant genetic mutation. In neurodegenerative diseases, such as Alzheimer’s and
Parkinson’s diseases, chronic cellular stress is possibly caused by age-correlated buildup of cellular insult and hence chronic
cellular stress. Specifically, defects in homeostasis of protein or ribonucleic acid (“RNA”) lead to the death of neurons
and dysfunction of the nervous system. The spreading of protein aggregates resulting in a proteinopathy, a characteristic finding in Alzheimer’s
and Parkinson’s diseases that results from disorders of protein synthesis, trafficking, folding, processing or degradation in cells.
The clearance of macromolecules in the brain is particularly susceptible to imbalances that result in aggregation and degeneration in
nerve cells. For example, Alzheimer’s disease pathology is characterized by the presence of amyloid plaques, neurofibrillary tangles,
which are aggregates of hyperphosphorylated Tau protein that are a marker of other diseases known as tauopathies as well as inflammation
of microglia. With the SIGMAR1 activation through SIGMAR1 agonists like ANAVEX ® 2-73, our approach is to restore cellular
balance, i.e. homeostasis. Therapies that correct defects in cellular homeostasis might have the potential to halt or delay neurodevelopmental
and neurodegenerative disease progression.
ANAVEX ® 2-73-specific Biomarkers
A full genomic analysis of Alzheimer’s disease
(AD) patients treated with ANAVEX ® 2-73 resulted in the identification of actionable genetic variants. A significant impact
of the genomic biomarkers SIGMAR1, the direct target of ANAVEX ® 2-73 and COMT, a gene involved in memory function, on the
drug response level was identified, leading to an early ANAVEX ® 2-73-specific biomarker hypothesis. It is expected that
excluding patients with SIGMAR1 identified biomarker variant (approximately 10%-20% of the population) in prospective studies would
identify approximately 80%-90% patients that would display clinically significant improved functional and cognitive scores.
6
The consistency
between the identified DNA and RNA data related to ANAVEX ® 2-73, which are considered independent of AD pathology, as well
as multiple endpoints and time-points, provides support for precision medicine clinical development of ANAVEX ® 2-73 by using
genetic biomarkers identified within the study population itself to target patients who are most likely to respond to ANAVEX ® 2-73
treatment in AD as well as indications like Parkinson’s disease dementia (PDD) or Rett syndrome (RTT) in which ANAVEX ® 2-73
is currently studied.
Clinical Studies Overview
Alzheimer’s Disease
In November 2016, we completed a Phase 2a clinical
trial, consisting of PART A and PART B, which lasted a total of 57 weeks, for ANAVEX ® 2-73 in mild-to-moderate Alzheimer’s
patients. This open-label randomized trial met both primary and secondary endpoints and was designed to assess the safety and exploratory
efficacy of ANAVEX ® 2-73 in 32 patients. ANAVEX ® 2-73 targets sigma-1 and muscarinic receptors, which have
been shown in preclinical studies to reduce stress levels in the brain believed to restore cellular homeostasis and to reverse the pathological
hallmarks observed in Alzheimer’s disease. In October 2017, we presented positive pharmacokinetic (PK) and pharmacodynamic (PD)
data from the Phase 2a study, which established a concentration-effect relationship between ANAVEX ® 2-73 and study measurements.
These measures obtained from all patients who participated in the entire 57 weeks include exploratory cognitive and functional scores
as well as biomarker signals of brain activity. Additionally, the study appears to show that ANAVEX ® 2-73 activity is enhanced
by its active metabolite (ANAVEX19-144), which also targets the sigma-1 receptor and has a half-life approximately twice as long as the
parent molecule.
Two consecutive trial extensions for the Phase 2a
trial have allowed participants who completed the 52-week PART B of the study to continue taking ANAVEX ® 2-73, providing
an opportunity to gather extended safety data for a cumulative time period of five years. In August 2020, patients completing these Phase
2a trial extensions were granted continued access to treatment with ANAVEX ® 2-73 through the Australian Government Department
of Health – Therapeutic Goods Administration (TGA) compassionate use Special Access Scheme.
A larger Phase 2b/3 double-blind, placebo-controlled
study of ANAVEX ® 2-73 in Alzheimer’s disease commenced in August 2018. The Phase 2b/3 study enrolled 509 patients
for 48 weeks, randomized 1:1:1 to two different ANAVEX ® 2-73 doses or placebo. The trial commenced in Australia; and during
fiscal 2020 additional regions were added in the United Kingdom, The Netherlands, Germany and Canada. The ANAVEX ® 2-73 Phase
2b/3 study design incorporates genomic precision medicine biomarkers identified in the ANAVEX ® 2-73 Phase 2a study. Primary
and secondary endpoints will assess safety and both cognitive and functional efficacy, measured through Alzheimer’s Disease Assessment
Scale – Cognition (ADAS-Cog), ADCS-ADL and Clinical Dementia Rating – Sum of Boxes for cognition and function (CDR-SB). The
study completed enrollment in June 2021, exceeding the 450 patient enrollment target at 52 sites across North America, Europe and Australia.
In October 2019, we initiated a long-term open label
extension study of ANAVEX ® 2-73, entitled the ATTENTION-AD study, for patients who have completed the 48-week Phase 2b/3
placebo-controlled trial referenced above. This study is expected to last two years and will give patients the opportunity to continue
their treatment. Upon request by patients, caretakers and investigators, this extension study was extended by one further year.
Rett Syndrome
In February 2016, we presented positive preclinical
data for ANAVEX ® 2-73 in Rett syndrome, a rare neurodevelopmental disease. The study was funded by the International Rett
Syndrome Foundation (“Rettsyndrome.org”). In January 2017, we were awarded a financial grant from Rettsyndrome.org of a minimum
of $0.6 million to cover some of the costs of a multicenter Phase 2 clinical trial of ANAVEX ® 2-73 for the treatment of
Rett syndrome. This award was received in quarterly instalments which commenced during fiscal 2018.
7
In March 2019, we commenced the first Phase 2 clinical
trial in a planned Rett syndrome program of ANAVEX ® 2-73 for the treatment of Rett syndrome. The studies will be conducted
in a range of patient age demographics and geographic regions, utilizing a convenient oral liquid once-daily formulation of ANAVEX ® 2-73.
The first Phase 2 study, (ANAVEX®2-73-RS-001),
which took place in the United States, was completed in December 2020. This trial was a randomized double-blind, placebo-controlled safety,
tolerability, pharmacokinetic and efficacy study of oral liquid ANAVEX ® 2-73 formulation in 25 adult female patients with
Rett syndrome over a 7-week treatment period including ANAVEX ® 2-73-specific genomic precision medicine biomarkers. The
primary endpoint of the trial was safety. The dosing of 5 mg ANAVEX ® 2-73 was well-tolerated and demonstrated dose-proportional
PK (pharmacokinetics). All secondary efficacy endpoints of the trial showed statistically significant and clinically meaningful response
in the Rett Syndrome Behaviour Questionnaire (RSBQ AUC) Total scores, when compared to placebo, in the ITT cohort (all participants, p
= 0.011). 66.7% of ANAVEX ® 2-73 treated subjects showed a statistically significant improvement in RSBQ response as compared
to 10% of the subjects on placebo in the ITT cohort (all participants, p = 0.011). ANAVEX ® 2-73 treatment resulted in a
sustained improvement in Clinical Global Impression Improvement (CGI-I) scores throughout the 7-week study, when compared to placebo in
the ITT cohort (all participants, p = 0.014). Consistent with previous ANAVEX ® 2-73 clinical trials, patients carrying the
common form of the SIGMAR1 gene treated with ANAVEX ® 2-73 experienced stronger improvements in the prespecified efficacy
endpoints.
The
second, international study of ANAVEX ® 2-73 for the treatment of Rett syndrome, called the AVATAR study, commenced in June
2019. This study took place in Australia and the United Kingdom using a higher dose than the U.S. based Phase 2 study for Rett
syndrome. The study was a Phase 3 randomized, double-blind, placebo-controlled trial to evaluate the safety and efficacy of ANAVEX ® 2-73
in 33 patients over a 7-week treatment period including ANAVEX ® 2-73 specific precision medicine biomarkers. Following the
successful completion of the U.S. Phase 2 Rett syndrome study (ANAVEX®2-73-RS-001), and the knowledge gained from it, the endpoints
for the AVATAR study (ANAVEX®2-73-RS-002) were appropriately updated according to ICH guidelines and were approved by the U.K. Medicines
and Healthcare products Regulatory Agency (MHRA) and in Australia by the Human Research Ethics Committees (HREC), where the AVATAR study
was conducted. Subsequently the AVATAR study was updated from a Phase 2 to a Phase 3 study.
The data of the AVATAR study was released in February
2022. The study met all primary and secondary efficacy and safety endpoints, with consistent improvements in primary efficacy endpoint,
RSBQ AUC (p = 0.037) response, and secondary efficacy endpoints, ADAMS (p = 0.010) and CGI-I (p = 0.037) response. Efficacy endpoints
demonstrated statistically significant and clinically meaningful reductions in Rett syndrome symptoms. Convenient once daily oral liquid
doses of up to 30mg of ANAVEX ® 2-73 were also well tolerated with good medication compliance. All patients who participated
in the study are eligible to receive ANAVEX ® 2-73 under a voluntary open label extension protocol, which is currently ongoing.
In July 2020, we commenced the third study of ANAVEX ® 2-73
for the treatment of Rett syndrome, called the EXCELLENCE study. This Phase 2/3 study in pediatric patients with Rett syndrome will evaluate
the safety and efficacy of ANAVEX ® 2-73 in approximately 84 pediatric patients, aged 5 to 18, over a 12-week treatment period
incorporating ANAVEX ® 2-73 specific precision medicine biomarkers. All patients who participate in the study will be eligible
to receive ANAVEX ® 2-73 under a voluntary open label extension protocol.
Parkinson’s Disease
In September 2016, we presented positive preclinical
data for ANAVEX ® 2-73 in an animal model of Parkinson’s disease, which demonstrated significant improvements on behavioral,
histopathological, and neuroinflammatory endpoints. The study was funded by the Michael J. Fox Foundation. Additional data announced in
October 2017 indicates that ANAVEX ® 2-73 induces robust neurorestoration in experimental Parkinsonism. The encouraging results
we have gathered in this model, coupled with the favorable profile of this compound in the Alzheimer’s disease trial, support the
notion that ANAVEX ® 2-73 is a promising clinical candidate drug for Parkinson’s disease dementia.
In October 2020, we completed a double-blind, randomized,
placebo-controlled proof-of-concept Phase 2 trial with ANAVEX ® 2-73 in Parkinson’s Disease Dementia (PDD), to study
the effect of the compound on both the cognitive and motor impairment of Parkinson’s disease. The Phase 2 study enrolled approximately
132 patients for 14 weeks, randomized 1:1:1 to two different ANAVEX ® 2-73 doses, 30mg and 50mg, or placebo. The ANAVEX ® 2-73
Phase 2 PDD study design incorporated genomic precision medicine biomarkers identified in the ANAVEX ® 2-73 Phase 2a Alzheimer’s
disease study.
8
Within this study ANAVEX ® 2-73 was safe
and well tolerated in oral doses up to 50mg once daily. The results show clinically meaningful, dose-dependent, and statistically significant
improvements in the Cognitive Drug Research (CDR) computerized assessment system analysis. Treatment with ANAVEX ® 2-73 also
resulted in clinically meaningful improvements as measured by the global composite score of Parkinson’s disease symptom severity,
MDS-UPDRS Total score on top of standard of care including dopaminergic therapy, levodopa and other anti-PD medications after 14 weeks
of treatment, suggesting ANAVEX ® 2-73’s potential global capability of slowing and reversing symptoms that progress
in Parkinson’s disease. The study confirmed the precision medicine approach of targeting SIGMAR1 as a genetic biomarker in response
to ANAVEX ® 2-73.
In January 2021, we announced we were awarded a research
grant of $1.0 million from The Michael J. Fox Foundation for Parkinson’s Research (MJFF) to develop ANAVEX ® 2-73
for the treatment of Parkinson’s disease. The award will explore utilization of PET imaging biomarkers to enable measurement of
target engagement and pathway activation of the sigma-1 receptor (SIGMAR1) with clinically relevant doses in people with Parkinson’s
disease.
Frontotemporal Dementia
In July 2020, we commenced the First-in-Human Phase
1 clinical trial of ANAVEX ® 3-71. ANAVEX ® 3-71 was previously granted orphan drug designation for the treatment
of Frontotemporal Dementia (FTD) by the FDA. ANAVEX ® 3-71 is an orally administered small molecule targeting sigma-1 and
M1 muscarinic receptors that is designed to be beneficial for neurodegenerative diseases. In preclinical studies, ANAVEX ® 3-71
demonstrated disease-modifying activity against the major hallmarks of Alzheimer’s disease in transgenic (3xTg-AD) mice, including
cognitive deficits, amyloid and tau pathologies, as well as beneficial effects on mitochondrial dysfunction and neuroinflammation.
The Phase 1
clinical trial was a prospective double-blind, randomized, placebo-controlled study. A total of 36 healthy male and female subjects were
included. Single escalating doses of ANAVEX ® 3-71 were administered in order to evaluate the safety, tolerability, and pharmacokinetics
(PK) of ANAVEX ® 3-71 and the effects of food and gender on its PK in healthy volunteers.
The study met
its primary and secondary endpoints of safety, with no serious adverse events (SAEs) or dose-limiting toxicities observed. ANAVEX ® 3-71
was well tolerated in all cohorts receiving ANAVEX ® 3-71 in single doses ranging from 5 mg to 200 mg daily with no SAEs
and no significant lab abnormalities in any subject. In the study, ANAVEX ® 3-71 exhibited linear pharmacokinetics. Its pharmacokinetics
was also dose proportional for doses up to 160 mg. Gender had no effect on the PK of the drug and food had no effect on the bioavailability
of ANAVEX ® 3-71. The study also met the secondary objective of characterizing the effect of ANAVEX ® 3-71 on
electrocardiogram (ECG) parameters. There were no clinically significant ECG parameters throughout the study. Participant QTcF measures
were normal across all dose groups with no difference between ANAVEX ® 3-71 and placebo.
Based on these
results, and ANAVEX ® 3-71 pre-clinical profile, the Company intends to advance ANAVEX ® 3-71 into a biomarker-driven
clinical development dementia program for the treatment of FTD, schizophrenias and Alzheimer’s disease, evaluating longitudinal
effect of treatment with ANAVEX ® 3-71. We believe the results of these studies could serve as the basis for advancing into
respective registration studies in the U.S.
Our Pipeline
Our research and development pipeline includes ANAVEX ® 2-73
currently in three different clinical study indications, and several other compounds in different stages of clinical and pre-clinical
study.
Our proprietary SIGMACEPTOR™ Discovery Platform
produced small molecule drug candidates with unique modes of action, based on our understanding of sigma receptors. Sigma receptors may
be targets for therapeutics to combat many human diseases, both of neurodegenerative nature, including Alzheimer’s disease, as well
as of neurodevelopmental nature, like Rett syndrome. When bound by the appropriate ligands, sigma receptors influence
9
the functioning
of multiple biochemical signals that are involved in the pathogenesis (origin or development) of disease. Multiple viruses including SARS-CoV-2
(COVID-19) induce cellular stress by intrinsic mitochondrial apoptosis and other related cellular processes, in order to ensure survival
and replication. Hence, it is possible that S1R could play a role in modulating the cellular response to viral infection and ameliorate
pathogenesis.
Compounds that have been subjects of our research
include the following:
ANAVEX ® 2-73 (blarcamesine)
ANAVEX ® 2-73 may offer a disease-modifying
approach in neurodegenerative and neurodevelopmental diseases by activation of sigma-1 receptors.
In Rett syndrome, administration of ANAVEX ® 2-73
resulted in both significant and dose related improvements in an array of behavioral paradigms in the MECP2 HET Rett syndrome disease
model. In addition, in a further experiment sponsored by Rettsyndrome.org, ANAVEX ® 2-73 was evaluated in automatic visual
response and respiration tests in 7-month old mice, an age at which advanced pathology is evident. Vehicle-treated MECP2 mice demonstrated
fewer automatic visual responses than wild-type mice. Treatment with ANAVEX ® 2-73 for four weeks significantly increased
the automatic visual response in the MECP2 Rett syndrome disease mice. Additionally, chronic oral dosing daily for 6.5 weeks of ANAVEX ® 2-73
starting at ~5.5 weeks of age was conducted in the MECP2 HET Rett syndrome disease mouse model assessed the different aspects of muscular
coordination, balance, motor learning and muscular strengths, some of the core deficits observed in Rett syndrome. Administration of ANAVEX ® 2-73
resulted in both significant and dose related improvements in an array of these behavioral paradigms in the MECP2 HET Rett syndrome disease
model.
In May 2016 and June 2016, the FDA granted Orphan
Drug Designation to ANAVEX ® 2-73 for the treatment of Rett syndrome and infantile spasms, respectively. In November 2019,
the FDA granted to ANAVEX ® 2-73 the Rare Pediatric Disease (RPD) designation for the treatment of Rett syndrome. The RPD
designation provides priority review by the FDA to encourage the development of treatments for rare pediatric diseases.
Further, in February 2020, the FDA granted Fast Track
designation for the ANAVEX ® 2-73 clinical development program for the treatment of Rett syndrome. The FDA Fast Track program
is designed to facilitate and expedite the development and review of new drugs to address unmet medical needs in the treatment of serious
and life-threatening conditions.
For Parkinson’s disease, data demonstrates significant
improvements and restoration of function in a disease modifying animal model of Parkinson’s disease. Significant improvements were
seen on all measures tested: behavioral, histopathological, and neuroinflammatory endpoints. In October 2020, we completed a double-blind,
randomized, placebo-controlled proof-of-concept Phase 2 trial with ANAVEX ® 2-73 in Parkinson’s Disease Dementia (PDD),
to study the effect of the compound on both the cognitive and motor impairment of Parkinson’s disease. The Phase 2 study enrolled
approximately 132 patients for 14 weeks, randomized 1:1:1 to two different ANAVEX ® 2-73 doses, 30mg and 50mg, or placebo.
The ANAVEX ® 2-73 Phase 2 PDD study design incorporated genomic precision medicine biomarkers identified in the ANAVEX ® 2-73
Phase 2a Alzheimer’s disease study.
The study found that ANAVEX ® 2-73 was
safe and well tolerated in oral doses up to 50mg once daily. The results show clinically meaningful, dose-dependent, and statistically
significant improvements in the Cognitive Drug Research (CDR) computerized assessment system analysis. We anticipate conducting further
clinical trials of ANAVEX ® 2-73 in Parkinson’s disease dementia after submitting the results of the study to the FDA
to obtain regulatory guidance.
In Alzheimer’s disease (AD) animal models,
ANAVEX ® 2-73 has shown pharmacological, histological and behavioral evidence as a potential neuroprotective, anti-amnesic,
anti-convulsive and anti-depressive therapeutic agent, due to its potent affinity to sigma-1 receptors and moderate affinities to M1-4
type muscarinic receptors. In addition, ANAVEX ® 2-73 has shown a potential dual mechanism which may impact amyloid, tau
pathology and inflammation. In a transgenic AD animal model Tg2576, ANAVEX ® 2-73 induced a statistically significant neuroprotective
effect against the development of oxidative stress in the mouse brain, as well as significantly increased the expression of functional
and synaptic plasticity markers that is apparently amyloid-beta independent. It also statistically alleviated the learning and memory
deficits developed over time in the animals, regardless of sex, both in terms of spatial working memory and long-term spatial reference
memory.
10
Based on the results of pre-clinical testing, we initiated
and completed a Phase 1 single ascending dose (SAD) clinical trial of ANAVEX ® 2-73. In this Phase 1 SAD trial, the maximum
tolerated single dose was defined per protocol as 55-60 mg. This dose is above the equivalent dose shown to have positive effects in mouse
models of AD. There were no significant changes in laboratory or electrocardiogram (ECG) parameters. ANAVEX ® 2-73 was well
tolerated below the 55-60 mg dose with only mild adverse events in some subjects. Observed adverse events at doses above the maximum tolerated
single dose included headache and dizziness, which were moderate in severity and reversible. These side effects are often seen with drugs
that target CNS conditions, including AD.
In December 2014, a Phase 2a clinical trial was initiated
for ANAVEX ® 2-73, for the treatment of Alzheimer’s disease. The open-label randomized trial was designed to assess
the safety and exploratory efficacy of ANAVEX ® 2-73 in 32 patients with mild-to-moderate Alzheimer’s disease. ANAVEX ® 2-73
is an orally available drug candidate that restores cellular homeostasis by targeting sigma-1 and muscarinic receptors. Preclinical studies
demonstrated its potential to halt and/or reverse the course of Alzheimer’s. The Phase 2a study met both primary and secondary objectives
of the study.
In July 2018, we presented
the results of a genomic DNA and RNA evaluation of the participants in the Phase 2a study. More than 33,000 genes were analyzed using
unbiased, data driven, machine learning, artificial intelligence (AI) system for analyzing DNA & RNA data in patients exposed to ANAVEX ® 2-73.
The analysis identified genetic variants that impacted response to ANAVEX ® 2-73, among them variants related to the Sigma-1
receptor (SIGMAR1), the target for ANAVEX ® 2-73. Results showed that study participants with the common SIGMAR1 wild type
gene variant, which is about 80 percent of the population worldwide, demonstrated improved cognitive (MMSE) and the functional (ADCS-ADL)
scores. The results from this evaluation have been used to establish a precision medicine approach in subsequent clinical trials, since
these signatures can now be applied to neurological indications tested in clinical studies with ANAVEX ® 2-73 including Alzheimer’s
disease, Parkinson’s disease dementia and Rett syndrome.
ANAVEX ® 2-73
data presented met prerequisite information in order to progress into a Phase 2b/3 placebo-controlled study. On July 2, 2018, the Human
Research Ethics Committee in Australia approved the initiation of our Phase 2b/3, double-blind, randomized, placebo-controlled 48-week
safety and efficacy trial of ANAVEX ® 2-73 for the treatment of early Alzheimer’s disease. Clinical trial sites in
Canada, the United Kingdom, the Netherlands and Germany were also added. This Phase 2b/3 study design incorporates inclusion of genomic
precision medicine biomarkers identified in the ANAVEX ® 2-73 Phase 2a study. The Phase 2b/3 study, which commenced in October
2018, randomized 1:1:1 to either two different ANAVEX ® 2-73 doses or placebo, completed enrollment in June 2021.
Preclinical data also validates ANAVEX ® 2-73
as a prospective platform drug for other neurodegenerative diseases beyond Alzheimer’s disease, Parkinson’s disease or Rett
syndrome, more specifically, epilepsy, infantile spasms, Fragile X syndrome, Angelman syndrome, multiple sclerosis and, more recently,
tuberous sclerosis complex (TSC). ANAVEX ® 2-73 demonstrated significant improvements in all of these indications in the
respective preclinical animal models.
In a study sponsored by the Foundation for Angelman
Syndrome, ANAVEX ® 2-73 was assessed in a mouse model for the development of audiogenic seizures. The results indicated that
ANAVEX ® 2-73 administration significantly reduced audiogenic-induced seizures. In a study sponsored by FRAXA Research Foundation
regarding Fragile X syndrome, data demonstrated that ANAVEX ® 2-73 restored hippocampal brain-derived neurotrophic factor
(BDNF) expression to normal levels. BDNF under-expression has been observed in many neurodevelopmental and neurodegenerative pathologies.
BDNF signaling promotes maturation of both excitatory and inhibitory synapses. ANAVEX ® 2-73 normalization of BDNF expression
could be a contributing factor for the positive data observed in both neurodevelopmental and neurodegenerative disorders like Angelman
and Fragile X syndromes.
11
Preclinical data presented also indicates that ANAVEX ® 2-73
demonstrates protective effects of mitochondrial enzyme complexes during pathological conditions, which, if impaired, are believed to
play a role in the pathogenesis of neurodegenerative and neurodevelopmental diseases.
Preclinical data on ANAVEX ® 2-73 related
to multiple sclerosis indicates that ANAVEX ® 2-73 may promote remyelination in multiple sclerosis disease. Further, data
also demonstrates that ANAVEX ® 2-73 provides protection for oligodendrocytes (“OL’s”) and oligodendrocyte
precursor cells (“OPC’s”), as well as central nervous system neurons in addition to helping repair by increasing OPC
proliferation and maturation in tissue culture.
In March 2018, we presented preclinical data of ANAVEX ® 2-73
in a genetic mouse model of tuberous sclerosis complex (“TSC”). TSC is a rare genetic disorder characterized by the growth
of numerous benign tumors in many parts of the body with a high incidence of seizures. The preclinical data demonstrates that treatment
with ANAVEX ® 2-73 significantly increases survival and reduces seizures.
ANAVEX ® 3-71
ANAVEX ® 3-71 is a clinical drug candidate
with a novel mechanism of action via sigma-1 receptor activation and M1 muscarinic allosteric modulation, which has been shown to enhance
neuroprotection and cognition in Alzheimer’s disease models. ANAVEX ® 3-71 is a CNS-penetrable potential disease modifying
treatment for cognitive impairments. It is highly effective in very small doses against the major Alzheimer’s hallmarks in transgenic
(3xTg-AD) mice, including cognitive deficits, amyloid and tau pathologies, and also has beneficial effects on inflammation and mitochondrial
dysfunctions. ANAVEX ® 3-71 indicates extensive therapeutic advantages in Alzheimer’s and other protein-aggregation-related
diseases given its ability to enhance neuroprotection and cognition via sigma-1 receptor activation and M1 muscarinic allosteric modulation.
A preclinical study examined the response of ANAVEX ® 3-71
in aged transgenic animal models and showed a significant reduction in the rate of cognitive deficit, amyloid beta pathology and inflammation
with the administration of ANAVEX 3-71. In April 2016, the FDA granted Orphan Drug Designation to ANAVEX ® 3-71 for the treatment
of Frontotemporal dementia (FTD).
During pathological conditions ANAVEX ® 3-71
demonstrated the formation of new synapses between neurons (synaptogenesis) without causing an abnormal increase in the number of astrocytes.
In neurodegenerative diseases such as Alzheimer’s and Parkinson’s disease, synaptogenesis is believed to be impaired. Additional
preclinical data presented also indicates that in addition to reducing oxidative stress, ANAVEX ® 3-71 demonstrates protective
effects of mitochondrial enzyme complexes during pathological conditions, which, if impaired, are believed to play a role in the pathogenesis
of neurodegenerative and neurodevelopmental diseases.
In July 2020, we commenced the first Phase 1 clinical
trial of ANAVEX ® 3-71. The study took place in Australia and was a double-blind, randomized, placebo-controlled, Phase
1 trial to evaluate safety and tolerability, and pharmacokinetics (PK) of oral escalating doses of ANAVEX ® 3-71
including effects of food and gender in healthy volunteers The study met its primary and secondary
endpoints of safety, respectively with no serious adverse events (SAEs) or dose-limiting toxicities observed, as more fully described
above under Clinical Studies Overview – Frontotemporal Dementia .
Based on these
results, and ANAVEX ® 3-71 pre-clinical profile, the Company intends to advance ANAVEX ® 3-71 into a biomarker-driven
clinical development dementia program for the treatment of FTD, schizophrenias and Alzheimer’s disease, evaluating longitudinal
effect of treatment with ANAVEX ® 3-71. Anavex believes the results of these studies, could serve as the basis for advancing
into respective registration studies in the U.S.
ANAVEX ® 1-41
ANAVEX ® 1-41 is a sigma-1 agonist. Pre-clinical
tests revealed significant neuroprotective benefits (i.e., protects nerve cells from degeneration or death) through the modulation of
endoplasmic reticulum, mitochondrial and oxidative stress, which damages and impairs cell viability. In addition, in animal models, ANAVEX ® 1-41
prevented the expression of caspase-3, an enzyme that plays a key role in apoptosis (programmed cell death) and loss of cells in the hippocampus,
the part of the brain that regulates learning, emotion and memory. These activities involve both muscarinic and sigma-1 receptor systems
through a novel mechanism of action.
12
Preclinical data presented also indicates that ANAVEX ® 1-41
demonstrates protective effects of mitochondrial enzyme complexes during pathological conditions, which, if impaired, are believed to
play a role in the pathogenesis of neurodegenerative and neurodevelopmental diseases.
ANAVEX ® 1066
ANAVEX ® 1066, a mixed sigma-1/sigma-2
ligand, is designed for the potential treatment of neuropathic and visceral pain. ANAVEX ® 1066 was tested in two preclinical
models of neuropathic and visceral pain that have been extensively validated in rats. In the chronic constriction injury model of neuropathic
pain, a single oral administration of ANAVEX ® 1066 dose-dependently restored the nociceptive threshold in the affected paw
to normal levels while leaving the contralateral healthy paw unchanged. Efficacy was rapid and remained significant for two hours. In
a model of visceral pain, chronic colonic hypersensitivity was induced by injection of an inflammatory agent directly into the colon and
a single oral administration of ANAVEX ® 1066 returned the nociceptive threshold to control levels in a dose-dependent manner.
Companion studies in rats demonstrated the lack of any effects on normal gastrointestinal transit with ANAVEX ® 1066 and
a favorable safety profile in a battery of behavioral measures.
ANAVEX ® 1037
ANAVEX ® 1037 is designed for the treatment
of prostate and pancreatic cancer. It is a low molecular weight, synthetic compound exhibiting high affinity for sigma-1 receptors at
nanomolar levels and moderate affinity for sigma-2 receptors and sodium channels at micromolar levels. In advanced pre-clinical studies,
this compound revealed antitumor potential. It has also been shown to selectively kill human cancer cells without affecting normal/healthy
cells and also to significantly suppress tumor growth in immune-deficient mice models. Scientific publications highlight the possibility
that these ligands may stop tumor growth and induce selective cell death in various tumor cell lines. Sigma receptors are highly expressed
in different tumor cell types. Binding by appropriate sigma-1 and/or sigma-2 ligands can induce selective apoptosis. In addition, through
tumor cell membrane reorganization and interactions with ion channels, our drug candidates may play an important role in inhibiting the
processes of metastasis (spreading of cancer cells from the original site to other parts of the body), angiogenesis (the formation of
new blood vessels) and tumor cell proliferation.
Our compounds are in the pre-clinical and clinical
testing stages of development, and there is no guarantee that the activity demonstrated in pre-clinical models will be shown in human
testing.
We continue to identify and initiate discussions with
potential strategic and commercial partners to most effectively advance our programs and realize maximum shareholder value. Further, we
may acquire or develop new intellectual property and assign, license, or otherwise transfer our intellectual property to further our goals.
Our Target Indications
We have developed compounds with potential application
to two broad categories and several specific indications. including:
Central Nervous System Diseases
●
Alzheimer’s disease – In 2021, an estimated 5.7 million Americans were suffering from Alzheimer’s disease. The Alzheimer’s Association ® estimates that by 2050, this number will rise to nearly 14 million Americans. Medications on the market today treat only the symptoms of Alzheimer’s disease and do not have the ability to stop its onset or its progression. There is an urgent and unmet need for both a disease modifying cure for Alzheimer’s disease as well as for better symptomatic treatments.
●
Parkinson’s disease – Parkinson’s disease is a progressive disease of the nervous system marked by tremors, muscular rigidity, and slow, imprecise movement. It is associated with degeneration of the basal ganglia of the brain and a deficiency of the neurotransmitter dopamine. Parkinson’s disease afflicts more than 10 million people worldwide, typically middle-aged and elderly people. The Parkinson’s disease market is expected to expand to $11.5 billion by 2029, according to business intelligence provider GBI Research.
13
●
Rett syndrome – Rett syndrome is a rare X-linked genetic neurological and developmental disorder that affects the way the brain develops, including protein transcription, which is altered and as a result leads to severe disruptions in neuronal homeostasis. It is considered a rare, progressive neurodevelopmental disorder and is caused by a single mutation in the MECP2 gene. Because males have a different chromosome combination from females, boys who have the genetic MECP2 mutation are affected in devastating ways. Most of them die before birth or in early infancy. For females who survive infancy, Rett syndrome leads to severe impairments, affecting nearly every aspect of the child’s life; severe mental retardation, their ability to speak, walk and eat, sleeping problems, seizures and even the ability to breathe easily. Rett syndrome affects approximately 1 in every 10,000-15,000 females.
●
Depression – Depression is a major cause of morbidity worldwide according to the World Health Organization. Pharmaceutical treatment for depression is dominated by blockbuster brands, with the leading nine brands historically accounting for approximately 75% of total sales. However, the dominance of the leading brands is waning, largely due to the effects of patent expiration and generic competition.
●
Epilepsy – Epilepsy is a common chronic neurological disorder characterized by recurrent unprovoked seizures. These seizures are transient signs and/or symptoms of abnormal, excessive or synchronous neuronal activity in the brain. According to the Centers for Disease Control and Prevention, in 2015 epilepsy affected 3.4 million Americans. Today, epilepsy is often controlled, but not cured, with medication that is categorized as older traditional anti-epileptic drugs and second generation anti-epileptic drugs. Because epilepsy afflicts sufferers in different ways, there is a need for drugs used in combination with both traditional anti-epileptic drugs and second generation anti-epileptic drugs.
●
Neuropathic Pain – We define neuralgia, or neuropathic pain, as pain that is not related to activation of pain receptor cells in any part of the body. Neuralgia is more difficult to treat than some other types of pain because it does not respond well to normal pain medications. Special medications have become more specific to neuralgia and typically fall under the category of membrane stabilizing drugs or antidepressants.
Cancer
●
Malignant Melanoma – Predominantly a skin cancer, malignant melanoma can also occur in melanocytes found in the bowel and the eye. Malignant melanoma accounts for 75% of all deaths associated with skin cancer. The treatment includes surgical removal of the tumor, adjuvant treatment, chemo and immunotherapy, or radiation therapy. According to iHealthcareAnalyst, Inc. the worldwide malignant melanoma market is expected to grow to $6.4 billion by 2027.
●
Prostate Cancer – Specific to men, prostate cancer is a form of cancer that develops in the prostate, a gland in the male reproductive system. The cancer cells may metastasize from the prostate to other parts of the body, particularly the bones and lymph nodes. Drug therapeutics for prostate cancer are expected to increase to nearly $13.5 billion in 2024 according to Datamonitor Healthcare.
●
Pancreatic Cancer – Pancreatic cancer is a malignant neoplasm of the pancreas. In the United States, approximately 55,000 new cases of pancreatic cancer will be diagnosed this year and approximately 44,000 patients will die as a result of their cancer, according to the American Cancer Society. Sales predictions by FutureWise forecast that the market for the global pharmaceutical treatment of pancreatic cancer will increase to $4.7 billion by 2027.
14
Patents, Trademarks and Intellectual Property
We hold ownership or exclusive rights to fifteen U.S.
patents, sixteen U.S. patent applications, and various PCT or ex-U.S. patent applications relating to our drug candidates, methods associated
therewith, and to our research programs.
We own one issued U.S. patent entitled “ANAVEX ® 2-73
and certain anticholinesterase inhibitors composition and method for neuroprotection” claims a composition of matter of ANAVEX ® 2-73
directed to a novel and synergistic neuroprotective compound combined with donepezil and other cholinesterase inhibitors. This patent
is expected to expire in June 2034, absent any patent term extension for regulatory delays. We own three issued U.S. patents each with
claims directed to crystalline forms of ANAVEX ® 2-73. The first of these three patents claims crystalline forms of ANAVEX ® 2-73,
dosage forms and compositions containing crystalline ANAVEX ® 2-73, and methods of treatment for Alzheimer’s disease
using them. This patent is expected to expire in July 2036, absent any patent term extension for regulatory delays. The second of these
three patents claims pharmaceutical compositions containing a crystalline form of ANAVEX ® 2-73, and methods of treatment
for Alzheimer’s disease using the compositions. This patent is expected to expire in June 2037, absent any patent term extension
for regulatory delays. The third of these three patents claims pharmaceutical compositions containing a crystalline form of ANAVEX ® 2-73,
and methods of treatment for Alzheimer’s disease using the compositions. This patent is expected to expire in June 2037, absent
any patent term extension for regulatory delays. We also own two issued U.S. patents for seizure treatment. The first of these two patents
claims methods and dosage forms for treating seizures, the dosage forms containing a low-dose anti-epilepsy drug combined with either:
(i) ANAVEX ® 2-73 and its active metabolite ANAVEX ® 19-144; or (ii) ANAVEX ® 19-144. The second
of these two patents further claims a combination seizure treatment involving administration of an anti-epilepsy drug combined with (i)
ANAVEX ® 19-144, or (ii) ANAVEX 19-144 ® and ANAVEX 2-73 ® . Both patents are expected to expire
in October 2035, absent any patent term extension for regulatory delays. We also own two issued U.S. patents with claims directed to treating
neurodevelopmental disorders. These patents claim methods for treating a neurodevelopmental disorder or multiple sclerosis by administering
ANAVEX ® 2-73, ANAVEX ® 19-144, and/or ANAVEX ® 1-41 (another sigma receptor ligand similar to
ANAVEX ® 2-73), or compositions thereof. Both patents are expected to expire in January 2037, absent any patent term extension
for regulatory delays. In addition, we own one issued U.S. Patent with claims directed to methods of treating melanoma with a compound
related to ANAVEX ® 2-73. This patent is expected to expire in February 2030, absent any patent term extension for regulatory
delays. We also own an issued U.S. patent that claims crystalline forms of ANAVEX ® 19-144, dosage forms and compositions
containing the crystalline forms of ANAVEX ® 19-144, and methods of treatment for Alzheimer’s disease. This patent
is expected to expire in July 2036, absent any patent term extension for regulatory delays. Further, we own one issued U.S. Patent with
claims directed to methods of treating cardiac dysfunction with ANAVEX ® 2-73 . This patent is expected to expire in July
2038, absent any patent term extension for regulatory delays.
We also own two issued U.S. patents related to ANAVEX ® 1066.
The first of these two patents claims methods for treating or preventing pain using (+) ANAVEX ® 1066 isomer. The second
patent claims methods for treating or preventing pain using (-) ANAVEX ® 1066 isomer. Both patents are expected to expire
in November 2036, absent any patent term extension for regulatory delays.
For ANAVEX ® 2-73, ANAVEX ® 19-144,
ANAVEX ® 1-41, and ANAVEX ® 1066, we also have granted or pending applications in Australia, Canada, China,
Europe, Japan, and Hong Kong, which are expected to expire after 2035.
With regard to ANAVEX ® 3-71, we own
exclusive rights to two issued U.S. patents with claims respectively directed to the ANAVEX ® 3-71 compound and methods of
treating various diseases including Alzheimer’s with the same. These patents are expected to expire in April 2030, and January 2030,
respectively, absent any patent term extension for regulatory delays. We also own exclusive rights to related patents or applications
that are granted or pending in Australia, Canada, China, Europe, Japan, Korea, New Zealand, Russia, and South Africa, which are expected
to expire in January 2030.
We also own other patent applications directed to
enantiomers, crystals, formulations, uses, and patient selection methods that may provide additional protection for one or more of our
product candidates.
We regard patents and other intellectual property
rights as corporate assets. Accordingly, we attempt to optimize the value of intellectual property in developing our business strategy
including the selective development, protection, and exploitation of our intellectual property rights. In addition to filings made with
intellectual property authorities, we protect our intellectual property and confidential information by means of carefully considered
processes of communication and the sharing of information, and by the use of confidentiality and non-disclosure agreements and provisions
for the same in contractor’s agreements. While no agreement offers absolute protection, such agreements provide some form of recourse
in the event of disclosure, or anticipated disclosure.
15
Our
intellectual property position, like that of many biomedical companies, is uncertain and involves complex legal and technical questions
for which important legal principles are unresolved. For more information regarding challenges to our existing or future patents, see
“Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K filed with the Securities and Exchange Commission on November
24, 2021.
Financial Highlights
We are in
the development stage and have not earned any revenues since our inception in 2004. We do not anticipate earning any revenues until we
can establish an alliance with other companies to develop, co-develop, license, acquire or market our products.
Our operating costs consist primarily of research
and development activities including the cost of clinical studies and clinical supplies as well as clinical drug manufacturing and formulation.
Research and development expenses also include personnel related costs such as salaries and wages, and third-party contract research
organization (CRO) expenses in support of these clinical studies. Personnel costs include salaries and wages, benefits, and non-cash
stock-based compensation charges associated with options and other equity awards granted to employees and consultants who are directly
engaged in support of our research and development activities.
General and administrative expenses consist
of personnel costs, expenses for outside professional services and expenses associated with operating as a public company. Personnel
costs consist of salaries and wages, benefits and stock-based compensation for general and administrative personnel. Outside professional
services and public company expenses include expenses related to compliance and reporting, additional insurance expenses, audit and SOX
compliance, expenses associated with patent research, applications and filings, investor and shareholder relations activities and other
administrative expenses and professional services.
Comparison
of the three and six months ended March 31, 2022 and 2021
During the three and six months ended March
31, 2022, we continued to advance enrollment of our EXCELLENCE international Phase 2/3 pediatric Rett syndrome clinical trial. We have
activated clinical sites in the United Kingdom and Canada to access additional patient populations and we are actively recruiting in
these new regions.
We also continued to advance our double blind,
placebo-controlled Phase 2b/3 study for the treatment of Alzheimer’s disease as planned, which study completed enrollment in June
2021. Additionally, we continued to run open label extensions of our recently completed AVATAR study and the Phase 2 clinical trial in
Parkinsons Disease Dementia.
Operating Expenses
Total operating expenses for the second quarter of
fiscal 2022 were $11.5 million, compared to $9.0 million for the comparable second quarter of fiscal 2021. Total operating expenses for
the first half of fiscal 2022 were $23.2 million compared to $18.4 million for the same period in fiscal 2021.
General and administrative expenses were $2.9 million
for the three months ended March 31, 2022, as compared to $2.2 million for the second quarter of fiscal 2021. Similarly, general and administrative
expenses were $6.0 million for the six months ended March 31, 2022, as compared to $3.7 million for the six months ended March 31, 2021.
The increase in general and administrative expense is primarily related to (i) an increase in non-cash stock option compensation charges
of $0.8 million and $2.0 million, in the three and six month periods respectively, in connection with the vesting of stock options to
an expanding team and (ii) an increase in corporate insurance costs.
Our research and development expenses for the three
months ended March 31, 2022 were $8.6 million, as compared to $6.7 million for the three months ended March 31, 2022. Our research and
development expenses were $17.3 million for the six-month period ended March 31, 2022, as compared to $14.6 million for the comparable
six-month period in 2021. The increase in research and development expenses is primarily driven by an increase in non-cash stock option
compensation charges of $1.8 million and $3.5 million in the three and six month periods respectively, associated with an expanding team directly engaged in support of ongoing
research and development activities. For the six-month period ended March 31, 2022, this increase was partially offset by a decrease in
clinical trial expenditures over the comparable period, associated with the completion of Phase 2 trial with ANAVEX ® 2-73
in Parkinson’s Disease Dementia (PDD) and completed enrollment and recruitment activities associated with our Phase 2b/3 trial in
Alzheimer’s disease.
16
Other income (net)
The net amount of other income for the three months
ended March 31, 2022 was $1.1 million as compared to $0.8 million for the comparable three months ended March 31, 2021 and $2.0 million
for the six-month period as compared to $2.4 million for the comparable six-month period in fiscal 2021. The increase in other income
for the three-month period is related to differences in foreign exchange fluctuations of the Australian dollar against the US dollar as
they relate to incentive and tax receivables denominated in Australian Dollars. The decrease in
other income for the six-month period is attributable to a decrease in Australian research and development incentive income in connection
with the decrease in eligible clinical activities in Australia over the comparable period such as the completion of the ANAVEX ® 3-71
Phase 1 clinical study.
Foreign exchange
gains during the period are primarily related to the fluctuations in the Australian dollar against the US dollar and its related impact
on incentive and tax receivables during the period.
Net loss
Net loss for the second quarter of fiscal 2022
was $10.4 million, or $0.14 per share, as compared to $8.2 million, or $0.12 per share in the comparative second quarter of fiscal 2021
and $21.3 million, or $0.28 per share, for the six-month period ended March 31, 2022, as compared to $16.0 million, or $0.24 per share
in the comparative six-month period ended March 31, 2021.
Liquidity and Capital Resources
Working Capital
March 31, 2022
September 30, 2021
Current Assets
$
160,276,148
$
161,616,490
Current Liabilities
8,071,107
10,798,386
Working Capital
$
152,205,041
$
150,818,104
At March 31, 2022, we held $153.3 million in cash and cash equivalents, an increase of $1.2 million from September 30, 2021. Cash
used in operations was $13.1 million for the six-month period ended March 31, 2022, compared to $15.2 million in the comparable six-month
period ended March 31, 2021. We received cash from financing activities of $14.4 million, primarily from the issuance of shares of common
stock under the Sales Agreement (as defined below).
We intend to
continue to use our capital resources to advance our clinical trials for ANAVEX ® 2-73 and ANAVEX ® 3-71, and
to perform work necessary to prepare for future development of our pipeline compounds.
Cash Flows
Six months ended March 31,
2022
2021
Net cash flows used in operating activities
$
(13,140,439
)
$
(15,188,223
)
Net cash flows from financing activities
14,375,250
61,798,544
Increase in cash and cash equivalents
$
1,234,811
$
46,610,321
17
Cash flow used in operating activities
Net cash used in operating activities for the
six months ended March 31, 2022 was $13.1 million, compared to $15.2 million during the comparable six months ended March 31, 2021. The
principal reason for this decrease in net cash used in operating activities in the current period is due to the receipt of research and
development incentive tax refunds during the period, as compared to no such receipts during the comparable period.
Cash flow provided by financing activities
Cash provided by financing activities for the
six months ended March 31, 2022 was $14.4 million, primarily attributable to cash received from the issuance of common shares at various
market prices under the Sales Agreement
Cash
provided by financing activities for the six months ended March 31, 2021 was $61.8 million, attributable to cash received from the issuance
of common shares at various market prices under the 2019 Purchase Agreement and the Sales Agreement.
Other Financing
Controlled Equity Offering
Sales Agreement
On May 1, 2020, we entered into an Amended and Restated
Sales Agreement (the “Sales Agreement”) with Cantor Fitzgerald & Co. and SVB Leerink LLC (the “Sales Agents”),
pursuant to which we may offer and sell shares of common stock registered under an effective registration statement from time to time
through the Sales Agents (the “At-the-Market Offering”).
Upon delivery of a placement notice based on our instructions
and subject to the terms and conditions of the Sales Agreement, the Sales Agents may sell shares of common stock by methods deemed to
be an “at the market offering”, in negotiated transactions at market prices prevailing at the time of sale or at prices related
to such prevailing market prices, or by any other method permitted by law, including negotiated transactions, subject to our prior written
consent. We are not obligated to make any sales of shares under the Sales Agreement. We or the Sales Agents may suspend or terminate the
At-the-Market Offering upon notice to the other party, subject to certain conditions. The Sales Agents will act as agents on a commercially
reasonable efforts basis consistent with their normal trading and sales practices and applicable state and federal law, rules and regulations
and the rules of Nasdaq.
We have agreed to pay the Sales Agents commissions
for their services of 3.0% of the gross proceeds from the sale of the shares pursuant to the Sales Agreement. We have also agreed to provide
the Sales Agents with customary indemnification and contribution rights.
During the six months ended
March 31, 2022, 1,066,389 shares were sold pursuant to the At-the-Market Offering for gross proceeds of $14.8 million (net proceeds of
$14.3 million after deducting commissions and offering expenses).
Off-Balance Sheet Arrangements
We have no off-balance sheet
arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition,
revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our stockholders.
CRITICAL ACCOUNTING POLICIES
We prepare our interim condensed
consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, and make
estimates and assumptions that affect our reported amounts of assets, liabilities, revenue and expenses, and the related disclosures of
contingent liabilities. We base our estimates on historical experience and other assumptions that we believe are reasonable in the circumstances.
Actual results may differ from these estimates.
18
There have been no significant
changes in the critical accounting policies and estimates described in our Annual Report on Form 10-K for the year ended September 30,
2021 as filed with the SEC on November 24, 2021.
RECENT ACCOUNTING PRONOUNCEMENTS
Please refer to Note 2 “Recent
Accounting Pronouncements” in notes to our Interim Condensed Consolidated Financial Statements included in this Form 10-Q.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISKS.
Not applicable
ITEM 4. CONTROLS AND PROCEDURES
Disclosure Controls and
Procedures
We maintain disclosure controls
and procedures that are designed to provide reasonable assurance that material information required to be disclosed in our periodic reports
filed under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules
and forms and to provide reasonable assurance that such information is accumulated and communicated to our management, our chief executive
officer and our principal financial officer, to allow timely decisions regarding required disclosure.
We carried out an evaluation,
under the supervision and with the participation of our management, including our principal executive officer and principal financial
officer, of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rule 13a 15(e) under
the Exchange Act, as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on this evaluation, our principal executive
officer and principal financial officer concluded that our disclosure controls and procedures were effective as of March 31, 2022.
Changes in Internal
Control over Financial Reporting
During the quarter ended
March 31, 2022, there were no changes to our internal control over financial reporting identified in management’s evaluation pursuant
to Rules 13a 15(d) or 15d 15 (d) of the Exchange Act that materially affected, or are reasonably likely to materially affect, our internal
controls over financial reporting.
PART II – OTHER
INFORMATION
ITEM 1. LEGAL PROCEEDINGS
We
know of no material pending legal proceedings, other than ordinary routine litigation incidental to our business, to which our Company
or our subsidiary is a party or of which any of their property is subject. There are no proceedings in which any of our directors, officers
or affiliates, or any registered or beneficial stockholder holding more than 5% of our shares, is an adverse party or has a material interest
adverse to our or our subsidiary’s interest.
ITEM 1A. RISK FACTORS
There have been no material changes to the risk factors
discussed in “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the fiscal year ended September 30, 2021
filed with the SEC on November 24, 2021.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND
USE OF PROCEEDS
During the period covered by this Quarterly
Report on Form 10-Q, we have not sold any equity securities that were not registered under the Securities Act of 1933 that were not previously
reported in a Current Report on Form 8-K.
19
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBIT
Exhibit
Number
Description
(3)
Articles of Incorporation and Bylaws
3.1
Articles of Incorporation (incorporated by reference to Exhibit 3.1 to our Annual Report on Form 10-K for the year ended September 30, 2021 filed on November 24, 2021)
3.2
Bylaws (incorporated by reference to our Current Report on Form 8-K filed on September 28, 2007)
(31)
Rule 13a-14(a)/15(d)-14(a)Certifications
31.1*
Certification of Christopher Missling, PhD.
31.2*
Certification of Sandra Boenisch
(32)
Section 1350 Certifications
32.1**
Certification of Christopher Missling, PhD and Sandra Boenisch.
(101)
XBRL
101.INS*
XBRL INSTANCE DOCUMENT
101.SCH*
XBRL TAXONOMY EXTENSION SCHEMA
101.CAL*
XBRL TAXONOMY EXTENSION CALCULATION LINKBASE
101.DEF*
XBRL TAXONOMY EXTENSION DEFINITION LINKBASE
101.LAB*
XBRL TAXONOMY EXTENSION LABEL LINKBASE
101.PRE*
XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE
* Filed herewith.
** Furnished herewith.
20
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
ANAVEX LIFE SCIENCES CORP.
/s/Christopher Missling, PhD
Christopher Missling, PhD
Chief Executive Officer
(Principal Executive Officer)
Date: May 10, 2022
/s/Sandra Boenisch
Sandra Boenisch, CPA, CGA
Principal Financial Officer
(Principal Financial and Accounting Officer)
Date: May 10, 2022
21
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.