What changed in this filing

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Item 1. Financial Statements

2024-06-14 compared with 2024-03-18 · 241 added, 166 removed, 376 unchanged (52% of the section changed)

2 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

January 31, 2024

April 30, 2024

July 31, 2023

18 unchanged sentences

Share Capital of no par value - Authorized:

unlimited at January 31, 2024 and July 31, 2023, Issued and outstanding:

15,981,726 shares January 31, 2024 and July 31, 2023, respectively

unlimited at April 30, 2024 and July 31, 2023, Issued and outstanding:

15,981,726 shares April 30, 2024 and July 31, 2023, respectively

Share-based payment reserve

10 unchanged sentences

THERAPEUTICS CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS FOR THE THREE AND SIX MONTHS ENDED JANUARY 31, 2024

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS FOR THE THREE AND NINE MONTHS ENDED APRIL 30,

Three months ended

Six months ended

Nine months ended

Operating Expenses:

7 unchanged sentences

( 15,566,503 )

Financial expenses, net

( 1,486,119 )

( 7,395,439 )

Financial income (expenses), net

( 2,317,236 )

Share of loss on equity investment

Net loss for the period

$ ( 11,333,910 )

Net income (loss) for the period

$ ( 4,895,436 )

2 unchanged sentences

Net loss attributable to non-controlling interest

Net loss and Comprehensive loss for the period attributable

( 11,294,603 )

Net income (loss) for the period attributable to BriaCell

( 4,895,436 )

1 unchanged sentence

( 17,883,739 )

Net loss per share attributable to BriaCell – basic and diluted

Net income (loss) per share attributable to BriaCell –

basic and diluted

Weighted average number of shares used in computing net basic earnings per share of common stock

3 unchanged sentences

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (DEFICIT)

THE THREE AND SIX MONTHS ENDED JANUARY 31, 2024

THE THREE AND NINE MONTHS ENDED APRIL 30, 2024

Share capital

Accumulated other

comprehensive

other comprehensive

shareholders’

Balance, October 31, 2023

$ ( 138,684 )

Balance, January 31, 2024

$ ( 138,684 )

$ ( 85,945,291 )

Issuance of options

Loss for the period

$ ( 244,418 )

$ ( 8,317,455 )

Balance, January 31, 2024

Issuance of options

Income (loss) for the period

Balance, April 30, 2024

$ ( 138,684 )

3 unchanged sentences

Share capital

Accumulated other

comprehensive

shareholders’

Accumulated other comprehensive

Total shareholders’

Balance, July 31, 2023

6 unchanged sentences

( 3,682,796 )

( 5,375,038 )

Balance, January 31, 2024

Balance, April 30, 2024

$ ( 138,684 )

3 unchanged sentences

Share capital

Additional paid in

Accumulated other comprehensive

shareholders’

Balance, October 31, 2022

Balance, January 31, 2023

$ ( 138,684 )

$ ( 73,338,140 )

$ ( 1,280,586 )

Exercise of public offering warrants

Issuance of options

Loss for the period

Net loss for the period

( 4,895,436 )

Balance, January 31, 2023

Balance, April 30, 2023

$ ( 138,684 )

2 unchanged sentences

Share capital

Additional paid in

Accumulated other comprehensive

shareholders’

shareholders’ equity

Balance, July 31, 2022

3 unchanged sentences

$ ( 60,349,837 )

Exercise of public offering warrants

Issuance of options

Loss for the period

Net loss for the period

( 17,883,739 )

3 unchanged sentences

( 17,883,739 )

Balance, January 31, 2023

Balance, April 30, 2023

$ ( 138,684 )

6 unchanged sentences

THERAPEUTICS CORP.

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JANUARY 31, 2024

Six months ended January 31,

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED APRIL 30, 2024

Nine months ended April 30,

Cash flow from operating activities

Net loss for the period

$ ( 3,682,796 )

8 unchanged sentences

Increase in amounts receivable

Decrease in prepaid expenses

Decrease (increase) in prepaid expenses

Increase in trade payable

8 unchanged sentences

Share and warrant buyback program

Proceeds from exercise of warrants

Total cash flow from financing activities

4 unchanged sentences

Cash and cash equivalents at end of the period

(*) $ 125,000 of this amount was loaned to BC Therapeutics during the year ended July 31, 2023

and an additional $ 175,000 was loaned to BC Therapeutics between August 1, 2023 and December 20, 2023.

The total amount ($ 300,000 ) was

converted into an investment).

Addition, $ 125,000 was loaned to BC Therapeutics during the year ended July 31, 2023 and an additional $ 175,000 was loaned to BC

Therapeutics between August 1, 2023 and December 20, 2023.

The total amount ($ 300,000 ) was converted into an investment.

accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Therapeutics Corp.

(“BriaCell” or the “Company”) was incorporated under the Business Corporations Act (British

Columbia) on July 26, 2006 and is listed on the Toronto Stock Exchange (“TSX”) under the symbol “BCT” and

on the Nasdaq Capital Market (“NASDAQ”) under the symbols “BCTX” and “BCTXW”.

Therapeutics Corporation.

(the “Company”), is an immuno-oncology biotechnology company.

The Company is currently advancing

its Bria-IMT targeted immunotherapy program against end-stage breast cancer to Phase 3 study which has been approved by the FDA and

is expected to start before end of 2023.

BriaCell is also developing a personalized off-the-shelf immunotherapy, Bria-OTS™,

and a soluble CD80 protein therapeutic which acts both as a stimulator of the immune system as well as an immune checkpoint inhibitor.

(“BriaCell” or the “Company”) was incorporated

under the Business Corporations Act (British Columbia) on July 26, 2006 and is listed on

the Toronto Stock Exchange (“TSX”) under the symbol “BCT” and on

the Nasdaq Capital Market (“NASDAQ”) under the symbols “BCTX” and

BriaCell is an immuno-oncology biotechnology

The Company is currently advancing its Bria-IMT targeted immunotherapy program against

end-stage breast cancer to Phase 3 study which has been approved by the FDA.

BriaCell is also developing a personalized off-the-shelf immunotherapy,

Bria-OTS™, and a soluble CD80 protein therapeutic which acts both as a stimulator of

the immune system as well as an immune checkpoint inhibitor.

of presentation of the financial statements:

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results that may be expected for any other interim period or for the full fiscal year.

Company continues to devote substantially all of its efforts toward research and development activities.

In the course of such activities,

the Company has sustained operating losses and expects such losses to continue in the foreseeable future.

Company continues to devote substantially all of its efforts toward research and development

In the course of such activities, the Company has sustained operating losses

and expects such losses to continue in the foreseeable future.

The Company’s accumulated

deficit as of January 31, 2024 was $ 85,945,291 and negative cash flows from operating activities during the six-month period ended

January 31, 2024 was $ 15,006,564 .

The Company is planning to finance its operations from its existing and future working capital

resources and to continue to evaluate additional sources of capital and financing.

The Company’s ability to continue as a going concern is dependent upon its ability to attain future profitable

operations and to obtain the necessary financing to meet its obligations arising from normal business operations when they come due.

uncertainty of the Company’s ability to raise such financial capital casts significant doubt on the Company’s ability to continue

as a going concern.

These consolidated financial statements do not include any adjustments to the amounts and classification of assets

and liabilities that might be necessary should the Company not be able to continue as a going concern.

deficit as of April 30, 2024 was $ 84,229,532 and negative cash flows from operating activities

during the nine-month period ended April 30, 2024 was $ 20,090,398 .

The Company is planning

to finance its operations from its existing and future working capital resources and to continue

to evaluate additional sources of capital and financing.

The Company’s ability to continue

as a going concern is dependent upon its ability to attain future profitable operations and

to obtain the necessary financing to meet its obligations arising from normal business operations

when they come due.

The uncertainty of the Company’s ability to raise such financial

capital casts significant doubt on the Company’s ability to continue as a going concern.

These consolidated financial statements do not include any adjustments to the amounts and

classification of assets and liabilities that might be necessary should the Company not be

able to continue as a going concern.

See note 9 for details of a $ 5.0 million offering that

was completed on May 17, 2024.

Therapeutics Corp

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(i) BriaCell Therapeutics Corp.

(“BTC”), which was incorporated in April

3, 2014, under the laws of the state of Delaware.

(ii) BTC has a wholly-owned subsidiary, Sapientia Pharmaceuticals, Inc.

which was incorporated in April 3, 2014, under the laws of the state of Delaware and (ii)

BTC has a wholly-owned subsidiary, Sapientia Pharmaceuticals, Inc.

(“Sapientia”),

which was incorporated in September 20, 2012, under the laws of the state of Delaware.

The Company also has one Canadian subsidiary:

BriaPro Therapeutics Corp, (“BriaPro”) which was incorporated on May 15, 2023, was incorporated under the Business Corporations

Act (British Columbia).

As of July 31, 2023, BriaPro was a wholly-owned subsidiary.

August 31, 2023, the Company closed a plan of arrangement spinout transaction (the “Arrangement”) pursuant to which certain

pipeline assets of the Company, including Bria-TILsRx™ and protein kinase C delta (PKCδ) inhibitors for multiple indications

including cancer (the “BriaPro Assets”), were spun-out to BriaPro Therapeutics Corp.

(“BriaPro”), resulting in

a 2/3rd owned subsidiary of the Company with the remaining 1/3rd held by BriaCell shareholders (“BriaCell Shareholders”).

Company also has one Canadian subsidiary:

BriaPro Therapeutics Corp, (“BriaPro”)

which was incorporated on May 15, 2023, under the Business Corporations Act (British Columbia).

As of July 31, 2023, BriaPro was a wholly-owned subsidiary and one U.S subsidiary, as of

February 1, 2024, BC Therapeutics Inc, which was incorporated in September 12, 2022, under

the laws of the state of Delaware (see note 3)

August 31, 2023, the Company closed a plan of arrangement spinout transaction (the “Arrangement”)

pursuant to which certain pipeline assets of the Company, including Bria-TILsRx™ and

protein kinase C delta (PKCδ) inhibitors for multiple indications including cancer

(the “BriaPro Assets”), were spun-out to BriaPro Therapeutics Corp.

resulting in a 2/3rd owned subsidiary of the Company with the remaining 1/3rd held by BriaCell

shareholders (“BriaCell Shareholders”).

to the terms of the Arrangement, BriaPro has acquired the entire right and interest in and to the BriaPro Assets in consideration for

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The pronouncements below relate to standards that impact the Company.

In March 2022, the FASB issued ASU 2022-02 - Financial

Instruments—Credit Losses (Topic 326):

Troubled Debt Restructurings and Vintage Disclosures.

This standard eliminates the

accounting guidance on TDRs for creditors in ASC 310-40 and amends the guidance on “vintage disclosures” to require disclosure

of current period gross write-offs by year of origination.

The ASU also updates the requirements related to accounting for credit losses

under ASC 326 and adds enhanced disclosures for creditors with respect to loan refinancings and restructurings for borrowers experiencing

financial difficulty.

The amendments in this update are effective for fiscal years beginning after December 15, 2022, including interim

periods within those fiscal years, for any entities that have adopted ASU 2016-13 - Financial Instruments - Credit Losses (Topic

Measurement of Credit Losses on Financial Instruments.

The adoption of this standard did not result in amended disclosures

in the Company’s Condensed Consolidated Financial Statements, nor did this standard have a material impact the Company’s results of operations.

In December 2023, the FASB issued ASU 2023-09 - Income Taxes (Topic

Improvements to Income Tax Disclosures.

This standard modifies the rules on income tax disclosures to require entities to disclose

specific categories in the rate reconciliation, the income or loss from continuing operations before income tax expense or benefit, and

income tax expense or benefit from continuing operations.

ASU 2023-09 also requires entities to disclose their income tax payments to

international, federal, state, and local jurisdictions.

The ASU is effective for years beginning after December 15, 2024, but early adoption

is permitted.

This ASU should be applied on a prospective basis, although retrospective application is permitted.

The Company is currently

evaluating the impact of this standard on its financial statements and disclosures.

In March 2024, the FASB issued ASU 2024-01 - Compensation—Stock

Compensation (Topic 718):

Scope Application of Profits Interest and Similar Awards.

This standard clarifies whether profits interest

and similar awards fall within the scope of stock-based compensation guidance as defined in ASC Topic 718, introducing examples to demonstrate

The ASU includes scenarios where profits interest awards are classified as equity instruments or liability awards and situations

where they fall outside ASC Topic 718, being accounted for under ASC Topic 710.

The ASU is effective for years beginning after December

15, 2024, but early adoption is permitted.

This ASU should be applied on a prospective basis, although retrospective application is permitted.

The Company is currently evaluating the impact of this standard on its financial statements and disclosures.

Therapeutics Corp

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SIGNIFICANT ACCOUNTING POLICIES (Cont.)

In July 2023, the FASB

issued 2023-03 — Presentation of Financial Statements (Topic 205), Income Statement — Reporting Comprehensive Income

(Topic 220), Distinguishing Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation — Stock Compensation (Topic

July 2023, the FASB issued 2023-03 — Presentation of Financial Statements (Topic 205),

Income Statement — Reporting Comprehensive Income (Topic 220), Distinguishing Liabilities

from Equity (Topic 480), Equity (Topic 505), and Compensation — Stock Compensation

Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No.

120, SEC Staff Announcement at the March 24, 2022, EITF

Meeting, and Staff Accounting Bulletin Topic 6.B, Accounting Series Release 280 — General Revision of Regulation S-X:

Loss Applicable to Common Stock (SEC Update).

The adoption of this standard did not result in amended disclosures

in the Company’s Condensed Consolidated Financial Statements, nor did this standard have a material impact the Company’s results of operations.

SEC Staff Announcement at the March 24, 2022, EITF Meeting, and Staff Accounting Bulletin

Topic 6.B, Accounting Series Release 280 — General Revision of Regulation S-X:

or Loss Applicable to Common Stock (SEC Update).

The adoption of this standard did not result

in amended disclosures in the Company’s Condensed Consolidated Financial Statements,

nor did this standard have a material impact the Company’s results of operations.

INVESTMENT IN BC THERAPEUTICS INC .

2 unchanged sentences

share purchase agreement (“SPA”), pursuant to which the Company invested $ 300,000

at $ 1.25 per BC Therapeutics share for a 37.5 %

per BC Therapeutics share for a 37.5 %

interest in the Investee.

Pursuant to the SPA, Briacell also received two options to invest an additional $ 225,000

per option at $ 1.25 per BC Therapeutics share.

The first option expires on February 15, 2024 and the second option expires on June

30, 2024 (“BC Therapeutics Options”).

In accordance with ASC 321 and ASC 815, the BC Therapeutics Options were valued

Pursuant to the SPA (“Initial Investment”), Briacell also received two options to invest an

additional $ 225,000

per option at $ 1.25

per BC Therapeutics share.

The first option expires on February 15, 2024 (“First BC Therapeutics Option”) and the second

option expires on June 30, 2024 (“Second BC Therapeutics Options”, together, the “BC Therapeutic Options”).

In accordance with ASC 321 and ASC 815, the BC

Therapeutics Options were valued at $ 76,350

in accordance with the Black Scholes Option Price Model, using the following assumptions:

2 unchanged sentences

Risk free interest rate:

to January 31, 2024, the Company exercised the first option on February 1, 2024 and now holds 51 %

of BC Therapeutics.

Therapeutics has a board of four representatives, with two representatives appointed by BriaCell and two representatives appointed by

1 unchanged sentence

All significant decisions related to BC Therapeutics require the approval of at least a majority of the board

in the Company’s Investment in BC Therapeutics is summarized as follows:

On February 1, 2024, the Company exercised the First BC Therapeutics Option

and currently holds 51.2% of BC Therapeutics.

The value of the BC Therapeutics Options was updated to consider the effect of the exercise

of the First BC Therapeutics Option.

Consequently, the fair value of the First BC Therapeutics Option, $35,964, has been reclassified

to the investment.

In accordance with ASC 810, the Company continues to account for the investment under the

equity method of accounting as the Company does not exercise control over BC Therapeutics.

Changes in the Company’s equity investment in BC Therapeutics is summarized as follows:

OF CHANGES IN INVESTMENT

2 unchanged sentences

Share of losses:

Operating expenses

Balance – January 1, 2024

following amounts represent the Company’s 37.5 % share of the assets and liabilities of BC Therapeutics:

Legal and Professional Services

Dues & Subscriptions

Office Expenses

Balance – April 30, 2024

following amounts represent the Company’s 51.2 % share of the assets of BC Therapeutics:

OF ASSETS AND LIABILITIES OF BC THERAPEUTICS

January 31, 2024

April 30, 2024

Current assets:

8 unchanged sentences

FAIR VALUE MEASUREMENTS

following table presents information about our financial instruments that are measured at fair value on a recurring basis as of January

following table presents information about our financial instruments that are measured at fair value on a recurring basis as of April

30, 2024, and July 31, 2023:

1 unchanged sentence

Fair Value Measurements at

January 31, 2024

April 30, 2024

July 31, 2023

5 unchanged sentences

Total liabilities measured at fair value

Company classifies its cash and cash equivalents and the liability in respect of publicly traded warrants within Level 1 because we

use quoted market prices in active markets.

Company classifies its cash and cash equivalents and the liability in respect of publicly traded warrants within Level 1 because we use

quoted market prices in active markets.

fair value of the warrant liability for non-public warrants is measured using inputs other than quoted prices included in Level 1 that

4 unchanged sentences

Issued share capital

shares were issued during the six-month period ended January 31, 2024.

shares were issued during the nine-month period ended April 30, 2024.

Share Purchase Warrants

SUMMARY OF CHANGES IN WARRANTS

were no changes in share purchase warrants for the six-month period ended January 31, 2024 as presented below:

were no changes in share purchase warrants for the nine-month period ended April 30, 2024

as presented below:

average exercise

Balance, July 31, 2023 and January 31, 2024

Balance, July 31, 2023 and April 30, 2024

OF WARRANTS OUTSTANDING

of January 31, 2024, warrants outstanding were as follows:

of April 30, 2024, warrants outstanding were as follows:

Exercisable At

Exercise Price(*)

April 30, 2024

November 16, 2025

February 26, 2026 – April 26, 2026

December 7, 2026

(*) See note 4(a).

Therapeutics Corp

3 unchanged sentences

Compensation Warrants

were no changes to compensation warrants for the six-month period ended January 31, 2024.

of January 31, 2024, compensation warrants outstanding were as follows:

were no changes to compensation warrants for the nine-month period ended April 30, 2024.

of April 30, 2024, compensation warrants outstanding were as follows:

SCHEDULE OF WARRANTS OUTSTANDING

Exercise Price(*)

Exercisable At

Exercise Price(*)

April 30, 2024

November 16, 2025

February 26, 2026

See note 4(a).

Warrant liability continuity

6 unchanged sentences

$ ( 23,660,003 )

Balance as of January 31, 2024

key inputs used in the valuation of the non-public warrants as of January 31, 2024 and at July 31, 2023 were as follows:

Balance as of April 30, 2024

key inputs used in the valuation of the non-public warrants as of April 30, 2024 and at July 31, 2023 were as follows:

Therapeutics Corp

3 unchanged sentences

OF VALUATION OF WARRANTS

Exercise price

$ 5.31 - 6.19

Expected life (years)

Dividend yield

Risk free rate

4.34 - 5.05 %

key inputs used in the valuation of the of the BriaPro Warrant Shares as of January 31, 2024 were as follows:

key inputs used in the valuation of the of the BriaPro Warrant Shares as of April 30, 2024 were as follows:

OF VALUATION OF WARRANTS

(Effective Date)

Exercise price

$ 0.0206 - 0.0308

Expected life (years)

Dividend yield

Risk free rate

4.23 - 4.34 %

1 unchanged sentence

August 2, 2022, the Company approved an omnibus equity incentive plan (“Omnibus Plan),

which will permit the Company to grant incentive stock options, preferred share units, RSU, and deferred share units (collectively, the “Awards”)

for the benefit of any employee, officer, director, or consultant of the Company or any subsidiary

of the Company.

The maximum number of shares available for issuance under the Omnibus Plan

shall not exceed 15 % of the issued and outstanding Shares, from time to time, less the number

of Shares reserved for issuance under all other security-based compensation arrangements

of the Company, including the existing Stock Option Plan.

On February 9, 2023, the Omnibus

Plan was approved by the shareholders.

following table summarizes the number of options granted to directors, officers, employees and consultants under the option plan

for six-month period ended January 31, 2023 and related information:

which will permit the Company to grant incentive stock options, preferred share units, RSU,

and deferred share units (collectively, the “Awards”) for the benefit of any

employee, officer, director, or consultant of the Company or any subsidiary of the Company.

The maximum number of shares available for issuance under the Omnibus Plan shall not exceed

15 % of the issued and outstanding Shares, from time to time, less the number of Shares reserved

for issuance under all other security-based compensation arrangements of the Company, including

the existing Stock Option Plan.

On February 9, 2023, the Omnibus Plan was approved by the

shareholders.

following table summarizes the number of options granted to directors, officers, employees,

and consultants under the option plan for nine-month period ended April 30, 2024 and related

OF NUMBER OF OPTIONS GRANTED

Number of options

exercise price

2 unchanged sentences

Balance as of July 31, 2023

Balance as of January 31, 2024

Exercisable as of January 31, 2024

of January 31, 2024 there are $ 1,556,676 of total unrecognized costs related to share-based compensation that is expected to be recognized

over a period of up to 1.25 years.

Balance as of April 30, 2024

Exercisable as of April 30, 2024

of April 30, 2024 there are $ 1,164,462 of total unrecognized costs related to share-based compensation that is expected to be recognized

over a period of up to 1 year.

Therapeutics Corp

2 unchanged sentences

SHARE-BASED COMPENSATION (Cont.)

following table summarizes information about the Company’s outstanding and exercisable options granted to employees as of January

OF OUTSTANDING AND EXERCISABLE OPTIONS

outstanding as of

January 31, 2024

exercisable as of

January 31, 2024

following table summarizes information about the Company’s outstanding and exercisable

options granted to employees as of April 30, 2024.

SUMMARY OF OUTSTANDING AND EXERCISABLE OPTIONS

outstanding as

exercisable as

June 20, 2028

7 unchanged sentences

March 29, 2026

result of the Arrangement, 2,131,400 BriaPro Options were issued and are outstanding as of January 31, 2024:

OF OPTION ISSUED AND OUTSTANDING

outstanding as of January 31, 2024

result of the Arrangement, 2,131,400 BriaPro Options were issued and are outstanding as of

April 30, 2024:

SUMMARY OF OUTSTANDING AND EXERCISABLE OPTIONS

Options outstanding as of

exercisable as of

January 31, 2024

April 30, 2024

June 20, 2028

8 unchanged sentences

Share Unit Plan

following table summarizes the number of RSU’s granted to directors under the Omnibus plan as of January 31, 2024:

following table summarizes the number of RSU’s granted to directors under the Omnibus plan as of April 30, 2024:

OF RESTRICTED STOCK UNITS GRANTED

1 unchanged sentence

Balance, July 31, 2023

Balance, January 31, 2024

Balance, April 30, 2024

Therapeutics Corp

2 unchanged sentences

SHARE-BASED COMPENSATION (Cont.)

The total share-based compensation expense related to all of the Company’s equity-based awards, recognized for the three and six-month

period ended January 31, 2024 and 2023 is comprised as follows:

The total share-based compensation expense related to all of

the Company’s equity-based awards, recognized for the three and nine-month period ended

30, 2024 and 2023 is comprised as follows:

OF SHARE-BASED COMPENSATION EXPENSES

Three months ended

Six months ended

Three months ended April 30,

Nine months ended April 30,

Research and development expenses

1 unchanged sentence

Total share-based compensation

BASIC AND DILUTED NET LOSS PER SHARE

net income (loss) per ordinary share is computed by dividing net income (loss) for each reporting period by the weighted-average number

of ordinary shares outstanding during each year.

Diluted net income (loss) per ordinary share is computed by dividing net income (loss)

for each reporting period by the weighted average number of ordinary shares outstanding during the period, plus dilutive potential ordinary

shares considered outstanding during the period, in accordance with ASC No.

260-10 “Earnings Per Share”.

The company reported

a loss for the three and nine month period ending April 30, 2023 and for the nine months ended April 30, 2024, leading to the exclusion

of potentially dilutive ordinary shares.

Conversely, for the three-month period ended April 30, 2024, the Company reported a gain.

However, due to the specific

characteristics and terms of the outstanding warrants and options, they were not considered dilutive for this period and, therefore, no

adjustment was made to include them in the calculation of diluted net income per ordinary share.

SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE

Three months ended

Nine months ended

Net income (loss)

$ ( 4,895,436 )

$ ( 3,577,301 )

$ ( 17,883,739 )

Shares used in computation of basic earnings per share

Net income (loss) attributable to common stock, basic

$ ( 4,895,436 )

$ ( 3,577,301 )

$ ( 17,883,739 )

Net (loss) attributable to common stock, diluted

Shares used in computing net EPS of common stock, basic

Stock Options

Shares used in computation of diluted earnings per share

FINANCIAL INCOME (EXPENSES), NET

OF FINANCIAL INCOME (EXPENSES), NET

Three months ended

Six months ended

Three months ended April 30,

Nine months ended April 30,

Interest income

1 unchanged sentence

( 2,972,285 )

( 7,629,502 )

( 3,511,712 )

Foreign exchange gain (loss)

1 unchanged sentence

$ ( 2,317,236 )

$ ( 7,395,439 )

$ ( 3,098,829 )

SUBSEQUENT EVENT

Company evaluated the possibility of subsequent events existing in the Company’s unaudited condensed consolidated financial statements

through March 18, 2024, the date that the condensed consolidated financial statements were available for issuance.

through June 14, 2024, the date that the condensed consolidated financial statements were available for issuance.

The Company is not

aware of any subsequent events which would require recognition or disclosure in the consolidated financial statements, except as follows:

As disclosed in note 3, subsequent to January 31, 2024, on February 1, 2024 the Company exercised an option

to acquire an additional interest in BC Therapeutics and now owns 51 %.

May 17, 2024, the Company closed a registered direct offering with healthcare-focused institutional investors and a certain existing

investor and a director of the Company for the purchase and sale of 2,402,935 common shares of the Company (or pre-funded warrants in

lieu thereof) and warrants to purchase up to an aggregate of 2,402,935 common shares of the Company for aggregate gross proceeds of approximately

$ 5.0 million before deducting placement agent fees and other offering expenses (the “Offering”).

Each common share (or pre-funded

warrant in lieu thereof) was sold together with one warrant to purchase one common share at a combined purchase price of $ 2.00 to the

institutional investors and $ 2.215 to the existing investor and director of the Company.

The warrants have an exercise price of $ 2.11

per share, will become exercisable six months from the date of issuance and expire five years from the initial exercise 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