What changed in this filing

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Item 1. Financial Statements

2022-08-09 compared with 2022-05-10 · 334 added, 326 removed, 162 unchanged (80% of the section changed)

2 unchanged sentences

Interim Condensed Consolidated Financial Statements

March 31, 2022

Anavex Life Sciences Corp.

Interim Condensed Consolidated Balance Sheets

As at March 31, 2022 and September 30, 2021

June 30, 2022

Life Sciences Corp.

Condensed Consolidated Balance Sheets

at June 30, 2022 and September 30, 2021

September 30, 2021

1 unchanged sentence

Cash and cash equivalents

$ 153,199,352

$ 152,107,745

Incentive and tax receivables

Prepaid expenses and other current assets

$ 160,221,144

$ 161,616,490

Liabilities and stockholders' equity

13 unchanged sentences

Additional paid-in capital

Share proceeds receivable

Accumulated deficit

3 unchanged sentences

Total liabilities and stockholders' equity

See Accompanying Notes to Condensed Consolidated Interim Financial Statements

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

Three months ended March 31,

Six months ended March 31,

$ 160,221,144

$ 161,616,490

Accompanying Notes to Condensed Consolidated Interim Financial Statements

Life Sciences Corp.

Condensed Consolidated

of Operations and Comprehensive Loss

the three and nine months ended June 30, 2022 and 2021

Three months ended June 30,

Nine months ended June 30,

Operating expenses

2 unchanged sentences

Total operating expenses

( 12,458,720 )

( 11,398,655 )

( 35,701,857 )

( 29,749,416 )

Other income (expenses)

1 unchanged sentence

Interest income, net

Foreign exchange gain (loss), net

Foreign exchange(loss) gain, net

Total other income, net

Net loss before provision for income taxes

( 12,278,920 )

( 10,141,141 )

( 33,539,318 )

( 26,065,159 )

Income tax expense, current

Net loss and comprehensive loss

$ ( 12,367,341 )

$ ( 10,180,141 )

$ ( 33,687,519 )

$ ( 26,190,428 )

Net Loss per share

2 unchanged sentences

Basic and diluted

See Accompanying Notes to Condensed Consolidated Interim Financial Statements

Anavex Life Sciences Corp.

Interim Condensed Consolidated Statement of Changes in Stockholders' Equity

For the three months ended March 31, 2022 and 2021

Additional Paid-in

Share proceeds

Balance, January 1, 2022

See Accompanying Notes to Condensed

Consolidated Interim Financial Statements

Life Sciences Corp.

Condensed Consolidated Statement of Changes in Stockholders' Equity

the three months ended June 30, 2022 and 2021

April 1, 2022

( 218,906,042

Shares issued pursuant to exercise of stock options

Shares issued under Sales Agreement

issued under Sales Agreement

share issue costs

Stock based compensation

Balance, March 31, 2022

issued pursuant to exercise of stock options

based compensation

June 30, 2022

( 231,273,383

Balance, January 1, 2021

April 1, 2021

( 175,687,517

Shares issued under 2019 purchase agreement

Purchase shares

Commitment shares

Shares issued upon exercise of options

Shares issued under Sales Agreement

issued under Sales Agreement, net of share issue costs

share issue costs

Stock based compensation

Balance, March 31, 2021

issued pursuant to registered direct offering, net of share issuance costs

share issue costs

issued upon exercise of options

issued pursuant to exercise of warrants

based compensation

June 30, 2021

( 185,867,658

See Accompanying Notes to Condensed Consolidated Interim Financial Statements

See Accompanying Notes to Condensed

Consolidated Interim Financial Statements

Life Sciences Corp.

Condensed Consolidated Statement of Changes in Stockholders' Equity

the six months ended March 31, 2022 and 2021

Additional Paid-in

Share proceeds

the nine months ended June 30, 2022 and 2021

Balance, October 1, 2021

$ 348,328,048

$ ( 197,585,864 )

$ 150,818,104

Shares issued under Sales Agreement

2 unchanged sentences

Stock based compensation

Balance, March 31, 2022

( 33,687,519 )

Balance, June 30, 2022

$ 381,932,039

$ ( 231,273,383 )

$ 150,736,600

Balance, October 1, 2020

$ 186,851,752

$ ( 159,677,230 )

Shares issued under 2019 Purchase Agreement

1 unchanged sentence

Commitment shares

Shares issued upon exercise of options

Shares issued under Sales Agreement

share issue costs

( 2,437,523 )

Shares issued pursuant to registered direct offering, net of share issuance costs

share issue costs

( 3,095,938 )

Shares issued upon exercise of options

Shares issued pursuant to exercise of warrants

Stock based compensation

Balance, March 31, 2021

( 26,190,428 )

See Accompanying Notes to Condensed Consolidated Interim Financial Statements

Anavex Life Sciences Corp.

Interim Condensed Consolidated Statements of Cash Flows

For the six months ended March 31, 2022 and 2021

( 26,190,428 )

Balance, June 30, 2021

$ 342,938,236

$ ( 185,867,658 )

$ 157,145,729

See Accompanying Notes to Condensed

Consolidated Interim Financial Statements

Life Sciences Corp.

Condensed Consolidated Statements of Cash Flows

the nine months ended June 30, 2022 and 2021

Cash flows used in operating activities

$ ( 33,687,519 )

$ ( 26,190,428 )

Adjustments to reconcile net loss to net cash used in operations:

2 unchanged sentences

Incentive and tax receivables

( 3,751,918 )

Prepaid expenses and other current assets

Accounts payable

( 1,612,889 )

Accrued liabilities

1 unchanged sentence

Net cash used in operating activities

( 20,193,929 )

( 22,709,166 )

Cash flows provided by financing activities

1 unchanged sentence

Share issue costs

( 5,533,461 )

Proceeds from exercise of warrants

Proceeds from exercise of stock options

1 unchanged sentence

Increase in cash and cash equivalents during the period

Cash and cash equivalents, beginning of period

Cash and cash equivalents, beginning of

Cash and cash equivalents, end of period

$ 153,199,352

$ 157,560,045

Supplemental Cash Flow Information

Cash paid for state and local minimum income taxes

See Accompanying Notes to Condensed Consolidated Interim Financial Statements

Cash paid for state and local minimum

See Accompanying Notes to Condensed

Consolidated Interim Financial Statements

Life Sciences Corp.

the Condensed Consolidated Interim Financial Statements

Note 1 Description of Business and Basis

of Presentation

Anavex Life Sciences Corp.

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

to the Condensed Consolidated Interim Financial Statements

Note 1 Description

of Business and Basis of Presentation

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”) .

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.

interim reporting.

Accordingly, certain information and note disclosures normally included in the annual

financial statements in accordance with U.S.

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”).

of Presentation

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.

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.

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

In the opinion of management, the

disclosures are adequate to make the information presented not misleading.

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

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

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

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

The Company follows the same accounting policies in the preparation of interim reports.

results for the three and nine months ended June 30, 2022 are not necessarily indicative of the results that may be expected for the

year ending September 30, 2022.

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.

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.

Life Sciences Corp.

the Condensed Consolidated Interim Financial Statements

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.

to the Interim Condensed Consolidated Financial Statements

1 Description of Business and Basis of Presentation – (Continued)

– (Continued)

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.

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

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.

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.

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.

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.

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, including

the potential future effects of COVID-19, 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.

Life Sciences Corp.

the Condensed Consolidated Interim Financial Statements

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.

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.

to the Interim Condensed Consolidated Financial Statements

1 Description of Business and Basis of Presentation – (Continued)

of Consolidation

consolidated financial statements include the accounts of Anavex Life Sciences Corp.

and its wholly-owned subsidiaries, Anavex Australia

(“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:

Value Measurements

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:

1 - quoted prices (unadjusted) in active markets for identical assets or liabilities;

- 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;

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;

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

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

June 30, 2022 and September 30, 2021, the Company did not have any Level 3 assets or liabilities.

and Diluted Loss per Share

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.

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.

of June 30, 2022, loss per share excludes 13,194,616 (September 30, 2021 – 11,540,903 ) potentially dilutive common shares related

to outstanding options and warrants, as their effect was anti-dilutive.

Life Sciences Corp.

the Condensed Consolidated Interim Financial Statements

Note 2 Recent Accounting Pronouncements

to the Interim Condensed Consolidated Financial Statements

2 Recent Accounting Pronouncements

Adopted Accounting Pronouncements

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

year ended September 30, 2021, the Company received $ 497,931 of a $ 995,862 research grant awarded by the Michael J.

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.

3 Other Income

the year ended September 30, 2021, the Company received $ 497,931 of a $ 995,862 research grant awarded by the Michael J.

Fox Foundation

2 unchanged sentences

related to Parkinson’s disease.

grant income is being deferred when received and amortized to other income as the related research and development expenditures are

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:

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 nine months ended June 30, 2022, the Company did no t recognize any of this grant on its statements of operations

$ 43,280 and $ 54,100 respectively).

At March 31, 2022, an amount of $ 443,831

(September 30, 2021:

of this grant is recorded as deferred grant income, representing the amount of this grant which has not yet been amortized to other

The Company will recognize this income on its statement of operations as the relating expenditures are incurred to offset

At June 30, 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.

and development incentive income

and development incentive income represents the receipt by Anavex Australia, of the Australian research

and development incentive credit, (the “R&D Incentive Credit”).

three and six months ended March 31, 2022 the Company recorded research and development incentive income of $ 835,513 (AUD 1,146,955 )

and development incentive income represents the receipt by Anavex Australia, of the Australian research and development incentive credit,

(the “R&D Incentive Credit”).

the three and nine months ended June 30, 2022 the Company recorded research and development incentive income of $ 682,432 (AUD 954,986 )

and $ 2,328,675 (AUD 3,218,303 ) (2021:

1 unchanged sentence

Incentive Credit for eligible research and development expenses incurred during the period.

Note 4 Accrued liabilities

The principal components of accrued liabilities

4 Accrued liabilities

principal components of accrued liabilities consists of:

Schedule of Accrued Liabilities

7 unchanged sentences

Life Sciences Corp.

the Condensed Consolidated Interim Financial Statements

Note 5 Equity Offerings

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.

to the Interim Condensed Consolidated Financial Statements

5 Equity Offerings

shares are voting and are entitled to dividends as declared at the discretion of the Board of Directors (the “Board”).

Company’s 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.

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”).

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

The Company also agreed to provide the Sales Agents with customary indemnification and contribution rights.

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:

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

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

During the nine months ended June 30, 2022, 1,623,566 shares were sold pursuant to the Offering for gross proceeds of $ 20,982,148

(net proceeds of $ 20,258,981 after deducting offering expenses) (2021:

5,634,576 shares were sold for gross proceeds of $ 79,107,548 (net

proceeds of $ 76,670,025 after deducting offering expenses)).

At June 30, 2022, an amount of $ 142,410,402 (September 30, 2021:

$ 163,392,550 )

1 unchanged sentence

Life Sciences Corp.

the Condensed Consolidated Interim Financial Statements

Note 5 Equity Offerings

– (continued)

to the Interim Condensed Consolidated Financial Statements

5 Equity Offerings – (continued)

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

the three and six months ended March 31, 2022, the Company incurred office lease expense of $ 16,488 and $ 21,333 (2021:

and $ 98,290 ), respectively.

b) Employee 401(k) Benefit Plan

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.

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.

June 30, 2022 and September 30, 2021, no shares remained available for issuance under the 2019 Purchase Agreement.

During the nine months

ended June 30, 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.

6 Commitments and Contingencies

the three and nine months ended June 30, 2022, the Company incurred office lease expense of $ 21,015 and $ 42,348 (2021:

$ 18,994 and $ 117,284 ),

respectively.

401(k) Benefit Plan

Company has a defined-contribution savings plan under Section 401(k) of the Internal Revenue Code.

3 unchanged sentences

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:

The 401(k) plan permits the Company to make additional matching contributions on behalf

of contributing employees.

During the three and nine months ended June 30, 2022, the Company made $ 27,358 and $ 120,979 (2021:

and $ 102,261 ), respectively, in matching contributions under the 401(k) plan.

2 unchanged sentences

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.

does not believe that any of such pending claims and legal proceedings will have a material adverse effect on its consolidated

financial statements.

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.

Life Sciences Corp.

the Condensed Consolidated Interim Financial Statements

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:

to the Interim Condensed Consolidated Financial Statements

6 Commitments and Contingencies – (Continued)

Purchase Warrants

summary of the status of the Company’s outstanding share purchase warrants is presented below:

Schedule of exercisable share purchase warrants outstanding

Exercise Price

Balance, September 30, 2020

Balance, September 30, 2021

Balance, March 31, 2022

2022, the Company had share purchase warrants outstanding as follows:

September 30, 2020

September 30, 2021

June 30, 2022

June 30, 2022, the Company had share purchase warrants outstanding as follows

Schedule of share purchase warrants outstanding

1 unchanged sentence

April 21, 2026

e) Stock–based Compensation Plan

e) Stock–based

Compensation Plan

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.

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.

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.

Life Sciences Corp.

the Condensed Consolidated Interim Financial Statements

Note 6 Commitments and Contingencies – (Continued)

e) Stock-based Compensation Plan – (Continued)

to the Interim Condensed Consolidated Financial Statements

6 Commitments and Contingencies – (Continued)

e) Stock-based

Compensation Plan – (Continued)

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.

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.

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.

the nine months ended June 30, 2022, 406,453 options previously available under the 2019 Plan and the 2015 Plan became available under

the 2022 Plan (as defined below).

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

March 25, 2022, the Board approved the 2022 Omnibus Incentive Plan (the “2022 Plan”).

The 2022 Plan was approved by stockholders

on May 24, 2022.

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.

2022 Plan provides that it may be administered by the Board, or the Board may delegate such responsibility to a committee.

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 June 30, 2022, 1,298,000 options had been issued under the 2022 Plan and 9,108,453 options were available

for issue under the 2022 Plan, subject to stockholder approval.

Life Sciences Corp.

the Condensed Consolidated Interim Financial Statements

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:

to the Interim Condensed Consolidated Financial Statements

6 Commitments and Contingencies – (Continued)

e) Stock-based

Compensation Plan – (Continued)

summary of the status of Company’s outstanding stock options is presented below:

Schedule of outstanding stock purchase options

Average Grant

Weighted Average

Exercise Price

Date Fair Value

Grant Date Fair Value

intrinsic value

Outstanding, September 30, 2020

Outstanding, September 30, 2021

Outstanding, March 31, 2022

Exercisable, March 31, 2022

The following summarizes information

about stock options at March 31, 2022 by a range of exercise prices:

September 30, 2020

( 1,421,529 )

September 30, 2021

June 30, 2022

following summarizes information about stock options at June 30, 2022 by a range of exercise prices:

Schedule Of Share-based Payment Arrangement, Option, Activity

Range of exercise

Weighted average

life (in years)

The weighted average grant date

fair value of options vested during the three and six months ended March 31, 2022 was $ 3.20 (2021:

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:

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.

exercise price

weighted average grant date fair value of options vested during the three and nine months ended June 30, 2022 was $ 3.83 (2021:

At June 30, 2022, the weighted average contractual life of options outstanding was 6.62 years (September 30, 2021:

6.65 years) and for

options exercisable was 5.21 years (September 30, 2021:

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 June 30, 2022.

Life Sciences Corp.

the Condensed Consolidated Interim Financial Statements

Note 6 Commitments and Contingencies – (Continued)

e) Stock-based Compensation Plan – (Continued)

to the Interim Condensed Consolidated Financial Statements

6 Commitments and Contingencies – (Continued)

e) Stock-based

Compensation Plan – (Continued)

the three and nine months ended June 30, 2022, the Company recognized stock-based compensation expense of $ 3,988,614 and $ 12,336,844

$ 2,293,925 and $ 5,079,395 ), 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:

Schedule of general and administrative expenses and research and development expenses

Three months ended March 31,

Six months ended March 31,

General and administrative

Research and development

Total stock-based compensation

the three and six months ended March 31, 2022, the Company recognized stock-based compensation expense of $ 4,439,456 and $ 8,348,230

$ 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:

ended June 30,

and administrative

and development

stock-based compensation

amount of approximately $ 24,276,312 in stock-based compensation is expected to be recorded over the remaining term of such options

through fiscal 2025.

fair value of each option award granted during the three and nine months ended June 30, 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

3 unchanged sentences

Dividend rate

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.

fair value of stock compensation charges recognized during the three and nine months ended June 30, 2022 and 2021 was determined with

reference to the quoted market price of the Company’s shares on the grant date.

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

What changed 10-Q

Item 1. Financial Statements