What changed in this filing

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Item 1. Financial Statements

2025-02-12 compared with 2024-08-06 · 235 added, 287 removed, 258 unchanged (67% of the section changed)

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CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

June 30, 2024

Life Sciences Corp.

Consolidated Interim Balance Sheets

thousands, except share and per share amounts)

December 31, 2024

Anavex Life Sciences Corp.

Condensed Consolidated Interim Balance Sheets

(in thousands, except share and per share amounts)

September 30,

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Additional paid-in capital

Share proceeds receivable

Accumulated deficit

5 unchanged sentences

(in thousands, except share and per share amounts)

Three months ended June 30,

Nine months ended June 30,

Three months ended December 31,

Operating expenses

6 unchanged sentences

Interest income, net

Other financing expense

Foreign exchange gain (loss)

Gain on settlement of accounts payable

Total other income, net

Net loss before provision for income taxes

Income tax recovery (expense), current

Net loss and comprehensive loss

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Accompanying Notes to Condensed Consolidated Interim Financial Statements

Life Sciences Corp.

Consolidated Interim Statements of Changes in Stockholders' Equity

the three months ended June 30, 2024 and 2023

thousands, except share and per share amounts)

Additional Paid-in

Share proceeds

Balance, April 1, 2024

$ ( 312,237 )

Shares issued under 2023 purchase agreement

Purchase shares

Commitment shares

Shares issued pursuant to exercise of stock options

Share based compensation

Balance, June 30, 2024

$ ( 324,451 )

Balance, April 1, 2023

$ ( 271,643 )

Shares issued under 2023 Purchase Agreement

Purchase shares

Commitment shares

Shares issued pursuant to exercise of stock options

Share based compensation

Balance, June 30, 2023

$ ( 282,923 )

Accompanying Notes to Condensed Consolidated Interim Financial Statements

Anavex Life Sciences Corp.

Condensed Consolidated Interim Statements of Changes in Stockholders' Equity

For the nine months ended June 30, 2024 and 2023

(in thousands, except share and per share amounts)

Additional Paid-in

Share proceeds

Balance, October 1, 2023

$ ( 293,069 )

Shares issued under 2023 purchase agreement

Purchase shares

Commitment shares

Shares issued pursuant to exercise of stock options

Share based compensation

Balance, June 30, 2024

$ ( 324,451 )

Balance, October 1, 2022

$ ( 245,564 )

Shares issued under 2023 Purchase Agreement

Initial commitment shares

Purchase shares

Commitment shares

Shares issued pursuant to exercise of stock options

Share based compensation

Balance, June 30, 2023

$ ( 282,923 )

Accompanying Notes to Condensed Consolidated Interim Financial Statements

Anavex Life Sciences Corp.

Condensed Consolidated Interim Statements of Cash Flows

(in thousands, except share and per share amounts)

Nine months ended June 30,

Three months ended December 31,

Cash Flows used in Operating Activities

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

Non-cash financing related charges

Gain on settlement of accounts payable

Share based compensation

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Cash Flows provided by Financing Activities

Issuance of common shares

Proceeds from exercise of stock options

Net cash provided by financing activities

Increase (decrease) in cash and cash equivalents during the period

Decrease in cash and cash equivalents during the period

Cash and cash equivalents, beginning of period

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Supplemental Cash Flow Information

Cash paid for state and local minimum income taxes

Cash paid for state and local franchise taxes

Accompanying Notes to Condensed Consolidated Interim Financial Statements

Anavex Life Sciences Corp.

Condensed Consolidated Interim Statements of Changes in Stockholders’ Equity

For the three months ended December 31, 2024 and 2023

(in thousands, except share and per share amounts)

Paid-in Capital

Balance, October 1, 2024

$ ( 336,071 )

Shares issued pursuant to exercise of stock options

Share based compensation

Balance, December 31, 2024

$ ( 348,182 )

Balance, October 1, 2023

$ ( 293,069 )

Shares issued pursuant to exercise of stock options

Share based compensation

Balance, December 31, 2023

$ ( 301,691 )

Accompanying Notes to Condensed Consolidated Interim Financial Statements

Life Sciences Corp.

to the Condensed Consolidated Interim Financial Statements

31, 2024 – Page 1

Note 1 Business Description

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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”).

The Company’s focus is on developing innovative

treatments for Alzheimer’s disease, Parkinson’s disease, schizophrenia, neurodevelopmental, neurodegenerative, and rare diseases,

including Rett syndrome, and other central nervous system (CNS) disorders.

Note 2 Basis of Presentation

Basis of Presentation

These accompanying unaudited condensed consolidated

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consolidated interim 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, 2023 filed with the SEC on November 27, 2023.

included in the Company’s annual report on Form 10-K for the year ended September 30, 2024 filed with the SEC on December 23, 2024.

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

Operating results for the nine months ended June 30,

Operating results for the three months ended December

31, 2024 are not necessarily indicative of the results that may be expected for the year ending September 30, 2025.

Certain immaterial amounts from prior periods have

been reclassified to conform to the current year’s presentation.

All of the Company’s potential drug compounds

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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.

To date, we have not generated any revenue from our operations.

The Company expects the business to continue to experience negative cash

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to the Condensed Consolidated Interim Financial Statements

31, 2024 – Page 2

Other than our rights related to the 2023 Purchase

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The Company regularly evaluates

estimates and assumptions related to accounting for research and development costs, incentive income receivable, valuation and recoverability

estimates and assumptions related to accounting for research and development costs, incentive and tax receivables, valuation and recoverability

of deferred tax assets, share based compensation, and loss contingencies.

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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.

Value Measurements

These unaudited condensed consolidated interim 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

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value drivers are unobservable by little or no market activity and that are significant to the fair value of the assets or liabilities.

At June 30, 2024 and September 30, 2023, the Company

did not have any Level 3 assets or liabilities.

and Diluted Loss per Share

At December 31, 2024 and September 30, 2024, the Company

did not have any Level 2 or Level 3 assets or liabilities.

Life Sciences Corp.

to the Condensed Consolidated Interim Financial Statements

31, 2024 – Page 3

Basic and Diluted Loss per Share

Basic income/(loss) per common share is computed by

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net loss per share because their effect would be anti-dilutive.

As of June 30, 2024 loss per share excludes 15,190,254

(June 30, 2023:

As of December 31, 2024 loss per share excludes 14,857,822

(December 31, 2023:

14,269,363 ) potentially dilutive common shares related to outstanding options and warrants, as their effect was anti-dilutive.

Life Sciences Corp.

to the Condensed Consolidated Interim Financial Statements

Recently Adopted Accounting

Pronouncements

Recent Accounting Pronouncements

In November 2023, the Financial

Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No.

Accounting Standards Board (FASB) issued ASU No.

2023-07, “Segment Reporting:

Improvements to Reportable

Segment Disclosures.” This guidance requires disclosure of incremental segment information on an annual and interim basis.

amendment is effective for our fiscal year ending September 30, 2025 and our interim periods within the fiscal year ending September 30,

The Company is currently assessing the impact of this guidance on its disclosures.

Improvements to Reportable Segment Disclosures.”

This guidance requires disclosure of incremental segment information on an annual and interim basis.

This amendment is effective for our

fiscal year ending September 30, 2025 and our interim periods within the fiscal year ending September 30, 2026.

The Company is currently

assessing the impact of this guidance on its disclosures.

In December 2023, the FASB

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The Company is currently assessing the impact of this guidance on its disclosures.

Note 3 Accrued Liabilities

The principal components of accrued liabilities consist of (in thousands):

Schedule of principal components of accrued liabilities

September 30,

Accrued investigator payments

Accrued compensation and benefits

Milestone-based contract accruals

All other accrued liabilities

Total accrued liabilities

Note 4 Other Income

As of June 30, 2024, the

Company had received a $ 1 .0 million research grant awarded by the Michael J.

As of December 31, 2024,

the Company had received a $ 1 .0 million research grant awarded by the Michael J.

Fox Foundation for Parkinson’s Research.

will be used to fund a clinical trial of the Company’s lead compound, ANAVEX ® 2-73 related to Parkinson’s disease.

Of the total, $ 0.5 million was received during the year ended September 30, 2023 and $ 0.5 million was received during the year ended September

will be used to fund a clinical trial of the Company’s lead compound, ANAVEX ® 2-73 (blarcamesine) related to Parkinson’s

Of the total, $ 0.5 million was received during the year ended September 30, 2023 and $ 0.5 million was received during the year

ended September 30, 2021.

Life Sciences Corp.

to the Condensed Consolidated Interim Financial Statements

31, 2024 – Page 4

The grant income has been

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

the three and nine months ended June 30, 2024, the Company recognized $ 0 and $ 0 , respectively (2023:

$ 0 and $ 25,000 , respectively) of

this grant on its statements of operations as grant income.

At June 30, 2024, an amount of $ 0.9 million (September 30, 2023:

$ 0.9 million)

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

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

the three months ended December 31, 2024, the Company recognized $ 12,275 (three months ended December 31, 2023:

$ 0 ) of this grant on its

statements of operations within grant income.

At December 31, 2024 an amount of $ 0.8 million (September 30, 2024:

$ 0.8 million) of this

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

Company will recognize this income on its statements of operations as the related expenditures are incurred to offset the income.

Research and development

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Anavex Australia, upon filing of a claim in connection with Anavex Australia’s annual income tax return.

During the three and nine

months ended June 30, 2024 the Company recorded research and development incentive income of $ 0.5 million (AUD 0.8 million) and $ 1.6 million

(AUD 2.4 million), respectively (2023:

$ 0.6 million (AUD 0.9 million) and $ 2 .0 million (AUD 3.1 million), respectively) in respect of

the Australia R&D credit for eligible research and development expenses incurred during the period.

This amount is included within

Other income on the consolidated statements of operations.

At June 30, 2024, Incentive

During the three months ended

December 31, 2024, the Company recorded research and development incentive income of $ 0.4 million (AUD 0.6 million) (three months ended

December 31, 2023:

$ 0.6 million (AUD 0.9 million)) in respect of the Australia R&D credit for eligible research and development expenses

incurred during the period.

This amount is included within Other income (expense) on the condensed consolidated interim statements of

operations and comprehensive loss.

At December 31, 2024, Incentive

and tax receivables includes $ 2.4 million (AUD 3.9 million) (September 30, 2024:

$ 2.3 million (AUD 3.3 million)) relating to Australia

R&D credits earned during the year that are expected to be reimbursed upon filing of the Company’s annual claim under this program.

R&D credits earned during the period that are expected to be reimbursed upon filing of the Company’s annual claim under this

The Australia R&D credit

program is a self-assess program whereby the Company must assess its eligibility each year to determine (i) if the entity is eligible

(ii) if the specific R&D activities are eligible and (iii) if the individual R&D expenditures have nexus to such R&D activities.

program is a self-assessment program whereby the Company must assess its eligibility each year to determine (i) if the entity is eligible

(ii) if specific R&D activities are eligible and (iii) if the individual R&D expenditures have nexus to such R&D activities.

The Company evaluates its eligibility under the tax incentive program as of each balance sheet date based on the most current and relevant

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to incur eligible research and development expenditures.

Life Sciences Corp.

to the Condensed Consolidated Interim Financial Statements

Although the Company believes

that it has complied with all the relevant conditions of eligibility under the program for all periods claimed, the Australian Tax Office

(ATO) has the right to review the Company’s qualifying programs and related expenditures for a period of four years.

If such a review

were to occur, the ATO may have different interpretations of certain eligibility requirements.

If the ATO disagreed with the Company’s

assessments and any related subsequent appeals, it could require adjustment to and repayment of current or previous years’ claims

already received.

Additionally, if the Company was unable to demonstrate a reasonably arguable position taken on such claims, the ATO

could also assess penalties and interest on such adjustment.

that it has complied with all the relevant conditions of eligibility under the program for all periods claimed, the ATO has the right

to review the Company’s qualifying programs and related expenditures for a period of four years.

If such a review were to occur,

the ATO may have different interpretations of certain eligibility requirements.

If the ATO disagreed with the Company’s assessments

and any related subsequent appeals, it could require adjustment to and repayment of current or previous years’ claims already received.

Additionally, if the Company was unable to demonstrate a reasonably arguable position taken on such claims, the ATO could also assess

penalties and interest on any such adjustments.

Currently, the Company’s

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The Company has not provided any allowance for any such potential adjustments, should they occur in the future.

Note 4 Accrued Liabilities

The principal components of accrued liabilities consist of (in thousands):

Schedule of principal components of accrued liabilities

September 30,

Accrued clinical site and patient visits costs

Accrued compensation and benefits

Fixed contract accruals

Milestone based contract accruals

All other accrued liabilities

Total accrued liabilities

Note 5 Equity Offerings

Common shares are voting and are entitled to dividends

as declared at the discretion of the Board of Directors (the “Board”).

Preferred Stock

The 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 or the designation of the series.

2020 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 “2020 Sales Agreement”) with Cantor Fitzgerald &

and SVB Leerink LLC (together the “Sales Agents”), pursuant to which the Company could offer and sell shares of common

stock (“Shares”) 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 2020 Sales Agreement, the Sales Agents could sell the Shares 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 the prior

written consent of the Company.

The Company was not obligated to make any sales of Shares under the 2020 Sales Agreement.

or Sales Agents could suspend or terminate the offering of Shares upon notice to the other party, subject to certain conditions.

Agents would 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.

as declared at the discretion of the Board of Directors.

Life Sciences Corp.

to the Condensed Consolidated Interim Financial Statements

The Company 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 2020 Sales Agreement.

The Company also

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

During the nine months ended June 30, 2024

and 2023, no shares were sold pursuant to the Offering.

At June 30, 2024, an amount of $ 142.4 million (September 30, 2023:

$ 142.4 million)

was registered pursuant to an effective registration statement.

The Company terminated the 2020 Sales Agreement on July 24, 2024.

31, 2024 – Page 5

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 or the designation of the series.

2023 Purchase Agreement

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on the statements of operations during the year ended September 30, 2023.

During the nine months ended June 30, 2024, the Company

issued to Lincoln Park an aggregate of 2,455,646 shares of common stock under the 2023 Purchase Agreement, including 2,450,000 shares

of common stock for an aggregate purchase price of $ 11,283,200 and 5,646 commitment shares.

During the nine months ended June 30, 2023,

the Company issued to Lincoln Park an aggregate of 3,138,348 shares of common stock under the 2023 Purchase Agreement, including 3,125,000

shares of common stock for an aggregate purchase price of $ 26,687,017 , 13,348 commitment shares and the 75,000 initial commitment shares.

At June 30, 2024, an amount of $ 110.8 million remained

available under the 2023 Purchase Agreement.

During the three months ended December 31, 2024 and

2023, the Company did not issue any shares of common stock under the 2023 Purchase Agreement.

At December 31, 2024, an amount of $ 110.8 million

remained available under the 2023 Purchase Agreement.

2020 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 “2020 Sales Agreement”) with Cantor Fitzgerald &

and SVB Leerink LLC (together the “Sales Agents”), pursuant to which the Company could offer and sell shares of common

stock registered under an effective registration statement from time to time through the Sales Agents (the “Offering”).

During the three months ended December 31, 2023, no

shares were sold pursuant to the Offering.

On July 24, 2024, the Company terminated the 2020

Sales Agreement.

Note 6 Commitments and Contingencies

The Company leases office space under an operating

lease with an initial term of 12 months or less.

Under the terms of the office lease, the Company is required to pay its proportionate

share of operating costs.

During the three

and nine months ended June 30, 2024 and 2023, operating lease costs were as follows (in thousands):

Company leases office space under an operating lease with an initial term of 12 months or less.

Under the terms of the office lease, the

Company is required to pay its proportionate share of operating costs.

operating lease costs were as follows (in thousands):

Schedule of operating lease costs

Three months ended June 30,

Nine months ended June 30,

Three months ended December 31,

Operating lease costs

Life Sciences Corp.

to the Condensed Consolidated Interim Financial Statements

31, 2024 – Page 6

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 nine months ended June 30, 2024

and 2023, the Company made matching contributions under the 401(k) plan as follows (in thousands):

Schedule of contributions

Three months ended June 30,

Nine months ended June 30,

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

The plan covers all United States based

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

Company made matching contributions under the 401(k) plan as follows (in thousands):

Schedule of contributions under the plan

Three months ended December 31,

Contributions to 401(k) plan

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.

March 13, 2024, a shareholder class action complaint was filed in the United States District Court for the Southern District of New York.

The complaint is captioned Blum v.

Anavex Life Sciences, Corp.

et al., case number 1:24-cv-01910, and names the Company and Christopher

Missling as Defendants.

The complaint alleges violations of the Securities and Exchange Act of 1934 resulting from disclosures and statements

made about certain clinical trials for ANAVEX ® 2-73.

On July 12, 2024, the lead plaintiff filed an amended complaint.

Company believes the complaint is without merit.

The Company is vigorously pursuing its defenses and a potential dismissal of all claims

asserted in the lawsuit.

On May 8, 2024,

another purported shareholder of the Company filed a similar lawsuit against the same defendants that raised similar allegations and in

addition, raised allegations related to disclosures and statements made about the AVATAR trial.

The shareholder sought to consolidate

the cases and be appointed lead plaintiff of the consolidated action.

The court denied the consolidation motion and lead plaintiff motion

on June 13, 2024.

The Company plans to vigorously defend the lawsuit.

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.

2024, a shareholder class action complaint was filed in the United States District Court for the Southern District of New York and it

named the Company and an officer of the Company as Defendants.

The complaint was amended on July 12, 2024 (the “Initial Action”).

The complaint alleged violations of the Securities and Exchange Act of 1934 associated with disclosures and statements made with respect

to certain clinical trials for ANAVEX ® 2-73 related to Rett syndrome.

The complaint seeks unspecified damages, as well as

costs, including counsel and expert witness fees, on behalf of a class of investors.

The Company believes the lawsuit is without

merit and the Company denies any liability or wrongdoing and has filed a motion to dismiss the complaint, which is awaiting a decision

by the Court.

No amount has been recorded in these condensed consolidated interim financial statements for any loss contingencies associated

with this lawsuit as the Company believes that it is not probable that any loss will occur.

On May 8, 2024,

a purported shareholder filed a derivative lawsuit on behalf of the Company against the board of directors.

The complaint asserts various

common law claims (including breach of fiduciary duty) and violation of Section 14(a) regarding the same allegations at issue in the two

purported class action lawsuits related to disclosures and statements made about certain clinical trials.

The Company is named as a Nominal

The defendants plan to vigorously defend the lawsuit.

a similar complaint was filed in the same court by Kenneth Downing, a purported shareholder of the Company, against the same defendants.

The Company believed that this lawsuit was also without merit and filed a motion to dismiss the complaint.

Plaintiff Downing voluntarily

dismissed this complaint subsequent to the filing of the motion to dismiss.

May 13, 2024, a derivative lawsuit was filed against the Company (as nominal defendant), an officer of the Company, and members of the

Company’s Board of Directors in the U.S.

District Court for the District of Nevada by another purported shareholder.

The complaint

asserts various common law claims (including breach of fiduciary duty) and violation of Section 14(a)of the Securities Exchange Act regarding

the same or similar allegations at issue in the purported class action lawsuit related to disclosures and statements made about certain

clinical trials related to Rett Syndrome.

On January 22, 2025, pursuant to a stipulation of the parties, the Court entered an order staying

this purported derivative lawsuit until the motion to dismiss filed by defendants in the Initial Action is decided by the U.S.

Court for the Southern District of New York.

No amount has been recorded in these condensed consolidated interim financial statements

for any loss contingencies associated with this lawsuit as the Company believes that it is not probable that any loss will occur.

Life Sciences Corp.

to the Condensed Consolidated Interim Financial Statements

31, 2024 – Page 7

We know of no

other material pending legal or governmental proceedings, other than ordinary routine litigation incidental to our business, to which

our Company or our subsidiaries are a party or of which any of their property is subject.

There are no other proceedings in which any

of our directors, officers or affiliates, or any registered or beneficial stockholder holding more than 5% of our shares, or any associate

of such persons, is an adverse party or has a material interest adverse to our or our subsidiaries’ interest.

Share Purchase Warrants

A summary of the status of the Company’s outstanding

share purchase warrants is presented below:

Schedule of warrants

Number of Warrants

Weighted Average Exercise Price

Balance, September 30, 2022

Balance, September 30, 2022 and 2023

Balance, June 30, 2024

At June 30, 2024, the Company had share purchase warrants

outstanding as follows:

Schedule of share purchase warrants

Exercise Price

April 21, 2026

Stock–based Compensation

At December 31, 2024 and September 30, 2024, the Company

had 10,000 share purchase warrants outstanding exercisable at $ 12.00 per share until April 21, 2026 .

Share–based Compensation

2015 Stock Option Plan

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issue under the 2015 Plan was 6,050,553 shares, subject to adjustment in the event of a change of the Company’s capitalization.

Life Sciences Corp.

to the Condensed Consolidated Interim Financial Statements

2019 Stock Option Plan

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periods as may be determined by the Board, subject to earlier termination in accordance with the terms of the 2022 Plan.

At June 30, 2024,

As at December

31, 2024, 5,238,668 options had been issued under the 2022 Plan and 5,462,202 options were available for issue under the 2022 Plan.

Life Sciences Corp.

to the Condensed Consolidated Interim Financial Statements

31, 2024 – Page 8

The following summarizes information about stock option

activity during the year ended September 30, 2023 and nine months ended June 30, 2024:

Schedule of stock option

activity during the year ended September 30, 2024 and the three months ended December 31, 2024:

Schedule of stock option activity

Number of Options

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Outstanding, September 30, 2024

Outstanding, June 30, 2024

Exercisable, June 30, 2024

Life Sciences Corp.

to the Condensed Consolidated Interim Financial Statements

Outstanding, December 31, 2024

Exercisable, December 31, 2024

The following summarizes information about stock options

at June 30, 2024 by a range of exercise prices:

Schedule of stock options exercise prices

at December 31, 2024 by a range of exercise prices:

Schedule of summarizes information about stock options

Weighted average

Range of exercises prices

Weighted average remaining

outstanding options

contractual life (in years)

average exercise price

vested options

average exercise price

The weighted average grant date fair value of options

vested at June 30, 2024 was $ 4.34 (September 30, 2023:

At June 30, 2024, the weighted average contractual life of options outstanding

was 5.7 years (September 30, 2023:

remaining contractual

life (in years)

exercise price

The weighted average per share fair value of options

vested at December 31, 2024 was $ 4.42 (September 30, 2024:

At December 31, 2024, the weighted average contractual life of options

outstanding was 5.22 years (September 30, 2024:

5.48 years) and for options exercisable was 3.98 years (September 30, 2024:

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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, 2024.

During the three and nine months ended June 30, 2024,

the Company recognized stock-based compensation expense of $ 2.5 million and $ 7.4 million, respectively (2023:

$ 3.9 million and $ 13.2 million,

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 condensed consolidated

interim statement of operations as follows (in thousands):

Schedule of stock-based compensation

Three months ended June 30,

Nine months ended June 30,

that were in-the-money at December 31, 2024.

The Company recognized share-based compensation

expense of $ 2.1 million during the three months ended December 31, 2024 (three months ended December 31, 2023:

$ 2.3 million) in connection

with the issuance and vesting of stock options in exchange for services.

These amounts have been included in general and administrative

expenses and research and development expenses on the Company’s condensed consolidated interim statements of operations as follows

(in thousands):

Life Sciences Corp.

to the Condensed Consolidated Interim Financial Statements

31, 2024 – Page 9

Schedule of general and administrative expenses and research and development expenses

Three months ended December 31,

General and administrative

Research and development

Total stock-based compensation

An amount of approximately $ 10.6 million in stock-based

compensation is expected to be recorded over the remaining term of such options through fiscal 2026.

The fair value of each option award

granted during the three and nine months ended June 30, 2024 and 2023 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

Total share-based compensation

An amount of approximately $ 6.8 million in share-based

compensation is expected to be recorded over the remaining term of such options and warrants through fiscal 2029.

There were no stock options issued during the three

months ended December 31, 2024.

The fair value of each stock option award is estimated

on the date of grant using the Black Scholes option pricing model.

The fair value of share-based compensation charges recognized during

the three months ended December 31, 2023 was determined with reference to the quoted market price of the Company’s shares on the

grant date and based on the following weighted average assumptions:

Schedule of weighted average assumptions for fair value of each option award

Risk-free interest rate

2 unchanged sentences

Dividend rate

The fair value of stock compensation charges recognized

during the three and nine months ended June 30, 2024 and 2023 was determined with reference to the quoted market price of the Company’s

shares on the grant date.

Note 7 Subsequent Events

On July 24, 2024, the Company terminated the 2020 Sales Agreement.

The Company evaluates subsequent events occurring

between the most recent balance sheet date and the date the financial statements are available to be issued in order to determine whether

the subsequent events are to be recorded and/or disclosed in the Company’s financial statements and footnotes.

The financial statements

are considered to be available to be issued at the time they are filed with the Securities and Exchange Commission (SEC).

There were no subsequent events or transactions that

required recognition or disclosure in the condensed consolidated interim financial statements.

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