Item 2. Management’s Discussion and Analysis
Item
2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
References
to the “Company,” “our,” “us” or “we” refer to BriaCell Therapeutics Corp. The following
discussion and analysis of the Company’s financial condition and results of operations should be read in conjunction with the unaudited
condensed consolidated financial statements and the notes thereto contained elsewhere in this report. Certain information contained in
the discussion and analysis set forth below includes forward-looking statements that involve risks and uncertainties.
Introduction
This
Management’s Discussion and Analysis (“MD&A”) should be read together with other information, including our unaudited
condensed interim consolidated financial statements and the related notes to those statements included in Part I, Item 1 of this Quarterly
Report (the “Condensed Consolidated Financial Statements”), our consolidated financial statements appearing in our Annual
Report on Form 10-K for the year ended July 31, 2024 (the “Annual Report”) and Part I, Item 1A, Risk Factors, of the Annual
Report. This MD&A provides additional information on our business, recent developments, financial condition, cash flows and results
of operations, and is organized as follows:
●
Part
1 - Business Overview. This section provides a general description of our business, which we believe is important in understanding
the results of our operations, financial condition, and potential future trends.
●
Part
2 - Results of Operations. This section provides an analysis of our results of operations for the first half and second quarter
of fiscal 2025 in comparison to the first half and second quarter of fiscal 2024.
●
Part
3 - Financial Liquidity and Capital Resources. This section provides an analysis of our cash flows and outstanding debt and commitments.
Included in this analysis is a discussion of the amount of financial capacity available to fund our ongoing operations and future
commitments.
We
prepare and report our unaudited Condensed Consolidated Financial Statements in accordance with U.S. GAAP. Our unaudited Condensed Consolidated
Financial Statements, and the financial information contained herein, are reported in U.S Dollars.
Cautionary
Note Regarding Forward-Looking Statements
This
Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Exchange Act. We have based these forward-looking statements on our current expectations and projections
about future events. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about us
that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results,
levels of activity, performance or achievements expressed or implied by such forward-looking statements. In some cases, you can identify
forward-looking statements by terminology such as “may,” “should,” “could,” “would,”
“expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,”
or the negative of such terms or other similar expressions. Factors that might cause or contribute to such a discrepancy include, but
are not limited to, those described in our other SEC filings.
Overview
BriaCell
Therapeutics Corp. (the “Company”), is a clinical-stage biotechnology company that is developing novel immunotherapies to
transform cancer care. Immunotherapies have come to the forefront in the fight against cancer as they harness the body’s own immune
system to recognize and destroy cancer cells. The Company is currently advancing its Bria-IMT™ targeted immunotherapy in combination
with an immune check point inhibitor (Retifanlimab, manufactured and supplied by Incyte) in a pivotal 1 Phase 3 study in metastatic
breast cancer. The pivotal Phase 3 study of Bria-IMT™ is currently under Fast Track Designation by the U.S. FDA intended to accelerate
the review process of novel treatments that address unmet medical needs. Positive completion of the pivotal Phase 3 study, following
review by FDA, could lead to full approval of the Bria-IMT™ plus an immune checkpoint inhibitor in metastatic breast cancer.
Additionally,
BriaCell is conducting a Phase 1/2 study (ClinicalTrials.gov identifier: NCT06471673 ) to evaluate the safety and efficacy
of Bria-OTS™, BriaCell’s personalized next generation immunotherapy. The study will investigate Bria-OTS™ alone and
in combination with immune check point inhibitor tislelizumab ® (manufactured and supplied by BeiGene, Ltd.)
for the treatment of metastatic breast cancer. Bria-OTS™/Bria-OTS+™, provides a platform technology to develop personalized
off-the-shelf immunotherapies for numerous types of cancer, and a soluble CD80 protein therapeutic which acts both as a stimulator of
the immune system as well as an immune checkpoint inhibitor.
1 ”Pivotal”
is an industry term referring to a Phase 3 clinical study intended to show and confirm the safety and efficacy of a treatment.
20
Recent
Developments
On
September 10, 2024, BriaCell announced it had received positive feedback from its Pre-Investigational New Drug Application (Pre-IND)
meeting with the FDA for Bria-PROS+™ in prostate cancer. The meeting provides a clear path towards filing an IND and
conducting a Phase 1/2 study of Bria-PROS+™
On
September 11, 2024, BriaCell reported positive overall survival (OS) in metastatic breast cancer in its Phase 2 study of the Bria-IMT™
regimen in combination with an immune checkpoint inhibitor. Median overall survival of 15.6 months in patients treated with the phase
3 formulation of Bria-IMT™ since 2022 was reported. OS of 15.6 months compared favorably with 5.9-9.8 months reported for similar
patients in the literature. Ongoing Phase 3 study investigates Bria-IMT™ in similar metastatic breast cancer population. No drug
related discontinuations were reported.
On
September 12, 2024, BriaCell announced closing of $8.5 million offering. The Company announced the closing of its previously announced
best-efforts offering priced at-the-market under Nasdaq rules for 821,666 common shares. Each common share was sold at an offering price
of $10.35 per share, for gross proceeds of approximately $8.5 million, before deducting placement agent fees and other offering expenses.
All the shares in the offering were offered by the Company. The Company announced its intention to use the net proceeds from the offering
for working capital requirements, general corporate purposes, and the advancement of business objectives. ThinkEquity acted as sole placement
agent for the offering. The securities were offered and sold pursuant to the Company’s currently effective shelf registration statement
on Form S-3 (File No. 333-276650), including a base prospectus, filed with the U.S. Securities and Exchange Commission (the “SEC”)
on January 22, 2024 and declared effective on January 31, 2024. The offering was made by means of a prospectus supplement and prospectus
which have been filed with the SEC and available on the SEC’s website at www.sec.gov.
On
September 18, 2024, BriaCell announced an FDA-authorized expanded access policy for metastatic breast cancer patients. FDA authorized
the Expanded Access Policy (EAP) to help metastatic breast cancer patients in need of novel treatments. The expanded access policy will
provide Bria-IMT™ to those cancer patients in need beyond the scope of BriaCell’s pivotal Phase 3 clinical trial.
On
October 1, 2024, BriaCell reported 100% Resolution of brain metastasis in breast cancer patient with “eye-bulging” tumor.
The dramatic anti-tumor response included complete resolution of right temporal lobe brain metastasis. Heavily pre-treated, this patient
had failed 8 prior regimens including antibody-drug conjugate ( ADC) therapy and continues to receive Bria-IMT™ treatment.
21
On
October 2, 2024, BriaCell announced closing of $5 million offering. The Company announced the closing of its previously announced best-efforts
offering of 341,900 common shares and warrants to purchase up to 341,900 common shares at a combined offering price of $14.63 per share
and associated warrant, priced at-the-market under Nasdaq rules. The warrants had an exercise price of $12.75 per share and are immediately
exercisable upon issuance for a period of five years following the date of issuance. Total gross proceeds from the offering, before deducting
the placement agent’s fees and other offering expenses, are approximately $5 million. The Company announced its intentions to use
the net proceeds from the offering for working capital requirements, general corporate purposes, and the advancement of business objectives.
ThinkEquity acted as sole placement agent for the offering. The securities were offered and sold pursuant to the Company’s currently
effective shelf registration statement on Form S-3 (File No. 333-276650), including a base prospectus, filed with the U.S. Securities
and Exchange Commission (the “SEC”) on January 22, 2024 and declared effective on January 31, 2024. The offering was made
by means of a prospectus supplement and prospectus which have been filed with the SEC and available on the SEC’s website at www.sec.gov.
You should read the applicable prospectus supplement and prospectus for more complete information about the Company and the offering.
On
October 15, 2024, the Company provided an update on its pivotal Phase 3 study in metastatic breast cancer - 35 clinical sites (18 main
and 17 satellite) are active and enrolling patients. Additional sites are in various stages of start-up. Interim data will be analyzed
once 144 events (deaths) occur, comparing the overall survival (OS) in patients treated with the Bria-IMT™ combination regimen
versus those treated with physician’s choice as the primary endpoint. Positive results of the pivotal Phase 3 study could result
in full approval and marketing authorization for Bria-IMT™ in MBC patients. Secondary analyses include comparison of the Bria-IMT™
combination regimen vs Bria-IMT™ monotherapy. BriaCell recently announced impressive Phase 2 survival data in a similar MBC patient
population. The Bria-IMT™ combination regimen has received FDA Fast Track designation.
On
October 22, 2024, the Company reported that in the Company’s Phase 2 clinical study, patients treated with the same Bria-IMT™
regimen formulation being used in the ongoing Phase 3 pivotal trial experienced a one-year survival rate of 55% (i.e. 55% of patients
remain alive at least one year after starting on the study). This rate exceeds the survival data of the current standard of care for
similar patients (see Table 1 below). Notably, 4 of 13 patients recruited in 2022 remain in survival follow-up as well.
Table
1: Comparable Analysis of 1 year survival for the BriaCell Phase 2 study
Reference
Breast Cancer Type
Median prior lines of therapy
Median OS (months)
Percent Survival at 1 year
Bria-IMT™ plus CPI
All types
61% HR+
33% TNBC
6% HER2+
6
13.4*
15.6**
55 %
Cortes et al. 1
All types
57% HR+
18-19% TNBC
18-20% HER2+
4
9.1-9.3
~38-40 %
Kazmi et al. 2
All types
51-52% HR+
25-29% TNBC
9-24% HER2+
2
7.2-9.8
30-38 %
Bardia et al.
(TPC arm) 3
TNBC
2-3
6.9
~23
%
Rugo et al
(TPC arm) 4
HR+ HER2-
2
11.2
47 %
*
Patients treated with the Phase 3 formulation
**
Patients treated with the Phase 3 formulation since 2022
1. Cortes
J, et al. Annals of Oncology 2018
2. Kazmi
S, et al. Breast Cancer Res Treat. 2020
3. Bardia
A, et al. J Clin Oncol. 2024
4. Rugo
HS, et al. The Lancet. 2023
Abbreviations:
HR+:
hormone receptor-positive
TNBC:
Triple-negative breast cancer (lacks or has low levels of the estrogen receptor, progesterone receptor, and human epidermal
growth factor receptor 2 (HER2))
HER2+:
Human epidermal growth factor receptor 2 positive
HR+
HER2-: hormone receptor-positive and human epidermal growth factor receptor 2 negative
TPC:
Treatment of Physicians Choice
22
On
November, 21, 2024, the Company announced that the first patient was dosed in its Phase 1/2 study (ClinicalTrials.gov identifier: NCT06471673)
to evaluate the safety and efficacy of Bria-OTS™, BriaCell’s personalized next generation immunotherapy. The study will investigate
Bria-OTS™ alone and in combination with immune check point inhibitor tislelizumab® (manufactured and supplied by BeiGene, Ltd.)
for the treatment of metastatic breast cancer. Bria-OTS™ is an enhanced form of Bria-IMT™, currently in pivotal Phase 3 study
for metastatic breast cancer.
On
November 23, 2024, Marc Lustig resigned from the board of directors of the Company.
On
December 2, 2024, BriaCell received green-light from Data Safety Monitoring Board for its Phase 3 Study in metastatic breast cancer.
The Data Safety Monitoring Board (DSMB) stated no safety concerns, and recommended continuation of BriaCell’s pivotal Phase 3 study
of Bria-IMT™ plus an immune check point inhibitor in metastatic breast cancer.
On
December 11, 2024, BriaCell presented unprecedented overall survival data in metastatic breast cancer in Spotlight Poster at 2024 SABCS®.
Median overall survival (OS) of 13.4 months for Phase 2 patients treated with the Phase 3 formulation (15.6 months for those treated
since 2022), was ~double that of comparable patients in the literature. Final Phase 2 OS calculation was pending as many patients remain
alive well over 1 year after starting the study. Median OS of 13.7 months was reported in breast cancer patients with central nervous
system (CNS) metastasis treated with the Bria-IMT™ regimen alone or in combination with an immune check point inhibitor (CPI).
Five BriaCell posters were presented that showcased robust survival and clinical benefit data, plus key biomarker data from the Phase
2 trial of the Bria-IMT™ regimen in combination with an immune checkpoint inhibitor in metastatic breast cancer (MBC). Biomarkers
identify patients who benefit from treatments with the Bria-IMT™ regimen. No toxicity-related discontinuations were reported.
On
December 13, 2024, the Company closed a public offering for the purchase and sale of 493,333 common shares of the Company and warrants
to purchase up to an aggregate of 493,333 common shares of the Company for aggregate gross proceeds of approximately $5.55 million before
deducting underwriting discounts, commissions, and other offering expenses (the “December 2024 Offering”). Each common share
was sold together with one warrant to purchase one common share at a combined purchase price of $11.25. The warrants have an exercise
price of $14.06 per share, and are immediately exercisable for a period of five years from the closing date. In addition, the Company
issued 24,666 agent warrants. The agent warrants are immediately exercisable for a period of five years from the closing date at an exercise
price of $14.06.
On
January 3, 2025, the Company announced that the board of directors has approved the consolidation (the “Consolidation”) of
the Company’s issued and outstanding common shares (the “Common Shares”) on the basis of one (1) post-Consolidation
Common Share for every fifteen (15) pre-Consolidation Common Shares. The Consolidation is being implemented to ensure that the Company
continues to comply with the listing requirements of The Nasdaq Capital Market (the “Nasdaq”). The effective date of the
consolidation was January 29, 2025.
On
February 3, 2025, the Company announced an unprecedented clinical response including resolution of a lung metastasis (breast cancer
tumor that spread to the lung) with stable disease elsewhere, The patient is the first metastatic breast cancer (MBC) patient
treated with Bria-OTS™. Bria-OTS™ is a personalized off-the-shelf immunotherapy, currently under investigation in a
Phase 1/2a dose escalation study (ClinicalTrials.gov identifier: NCT06471673) in metastatic recurrent breast cancer.
Bria-OTS™ represents a personalized, next generation, advancement of BriaCell’s lead candidate Bria-IMT™ which is
currently in a pivotal Phase 3 study for metastatic breast cancer.
On
February 5, 2025, the Company closed a public offering for the purchase and sale of 762,500 common shares of the Company for aggregate
gross proceeds of approximately $3.05 million before deducting placement agent fees and other offering expenses (the “February
2025 Offering”). Each common share was sold at a public offering price of $4.00 per share. In addition, the Company issued 38,125
agent warrants. The agent warrants are immediately exercisable for a period of five years from the closing date at an exercise price
of $5.00 per share.
23
Results
of Operations for the Three Months Ended January 31, 2025 and 2024
Three months ended
January 31,
2025
2024
(Unaudited)
(Unaudited)
Operating Expenses:
Research, development, and clinical trial expenses
$ 5,684,777
$ 8,257,455
General and administrative expenses
1,484,666
1,571,991
Total operating expenses
7,169,443
9,829,446
Operating loss
(7,169,443 )
(9,829,446 )
Financial expenses, net
67,358
81,628
Change in fair value of the warrant liability
806,841
(1,567,747 )
Share of loss on equity investments
(42,584 )
(18,345 )
Net loss for the period
$ (6,337,828 )
$ (11,333,910 )
Net loss attributable to non-controlling interest
(46,408 )
(39,307 )
Net loss for the period attributable to BriaCell
(6,291,420 )
(11,294,603 )
Net loss per share attributable to BriaCell – basic and diluted
$ (2.33 )
$ (10.64 )
Research,
Development, and Clinical Trial Costs
Research
costs are comprised primarily of (i) salaries and wages to Company employees at our laboratory and in clinical development; and (ii)
clinical trials and investigational drug costs, which include the testing and manufacture of our investigational drugs and costs of our
clinical trials.
The
following is a breakdown of our research, development, and clinical trial costs by nature of expenses:
Three months ended January 31,
2025
2024
Clinical trial sites and investigational drug costs
$ 4,117,576
$ 6,200,980
Wages and salaries
1,292,021
1,401,679
Laboratory Rent
114,330
108,000
Supplies
85,264
312,543
Depreciation
22,839
-
Professional fees
1,908
-
Share-based compensation
50,839
234,253
$ 5,684,777
$ 8,257,455
24
For
the three-month period ended January 31, 2025, total research, development, and clinical trial costs amounted to $5,684,777 as compared to $8,257,455 for the three-month
period ended January 31, 2024. This reduction was primarily driven by lower clinical trial sites and investigational drug costs, which
decreased from $6,200,980 in 2024 to $4,117,576 in 2025. The decrease reflects the conclusion of the Bria-IMT™ Phase 1/2a trial
and a focus on optimizing expenditures for the pivotal Phase 3 trial. Wages and salaries decreased slightly, from $1,401,679 in 2024
to $1,292,021 in 2025, reflecting resource allocation adjustments. Laboratory rent increased to $114,330 in 2025, up from $108,000 in
2024, due to expanded use of facilities to support ongoing research. Supplies decreased, from $312,543 in 2024 to $85,264 in 2025, driven
by lowered spending. Depreciation expenses of $22,839 were recognized in 2025, reflecting investments in capital assets to support research
activities. Professional fees increased to $1,908 in 2025, compared to nil in 2024. Notably, share-based compensation expenses decreased
significantly, from $234,253 in 2024 to $50,839 in 2025, contributing to the overall reduction in research, development, and clinical trial expenses.
Clinical trial expenses for the
period are as follows:
Three
months ended January 31,
2025
2024
Bria-IMT™
Pivotal Phase 3 study
$
3,642,650
$
2,519,420
Bria-IMT™
Phase 1/2a
215,301
1,840,430
Bria-OTS™ Phase 1/2a
65,608
-
$
3,923,559
$
4,359,850
Clinical
trial expenses for the three months ended January 31, 2025, were $3,923,559, compared to $4,359,850 during the same period in 2024.
The slight decrease is primarily attributable to the conclusion of the Bria-IMT™ Phase 1/2a clinical trial in fiscal 2024,
resulting in lower associated costs. As expenses for the Bria-IMT™ Phase 1/2a trial declined, resources have been increasingly
directed toward the pivotal Phase 3 study, which remains our primary focus. At the same time, we have begun incurring costs related
to the Bria-OTS™ Phase 1/2a trial, which commenced in August 2024.
For
the three-month period ended January 31, 2025, Bria-IMT™ Pivotal Phase 3 Study costs amounted to $3,642,650, an increase from $2,519,420
in 2024. This increase reflects our intensified efforts to advance the pivotal Phase 3 study, with a focus on patient recruitment, site
activation, and trial execution as we push toward key milestones.
For
the three-month period ended January 31, 2025, Bria-IMT™ Phase 1/2a costs were $215,301, a significant decline from $1,840,430
in 2024, as the trial has now concluded. The remaining expenses primarily relate to final data analysis and study close-out activities.
For
the three-month period ended January 31, 2025, Bria-OTS™ Phase 1/2a costs totaled $65,608, compared to $nil in 2024. The
increase is due to the initiation of the Bria-OTS™ Phase 1/2a trial in August 2024.
General
and Administrative Expenses
For
the three-month period ended January 31, 2025, general and administrative expenses amounted to $1,484,666, compared to $1,571,991 for
the same period in 2024. The slight decrease was primarily due to operational efficiencies, which offset other cost fluctuations, resulting
in overall stable general and administrative expenses quarter over quarter.
Financial
income (expenses), net
For
the three-month period ended January 31, 2025, financial income amounted to $67,358, compared to $81,628 for the three-month period ended
January 31, 2024. Financial income for the 2025 period consisted of $46,832 in interest income and a $20,256 foreign exchange gain. In
comparison, financial income for the 2024 period included $81,595 in interest income and a $33 foreign exchange gain. The decrease in
financial income from 2024 to 2025 was primarily due to lower interest income, reflecting reduced cash and cash equivalents available
for investment in interest-bearing funds.
Loss
for the period
The
Company reported a loss of $6,291,420 for the three-month period ended January 31, 2025, compared to $11,294,603 for the same period
in 2024. The decrease in net loss was primarily driven by a reduction in research, development, and clinical trial expenses, which declined from $8,257,455
in 2024 to $5,684,777 in 2025, mainly due to lower clinical trial and investigational drug costs following the completion of the Bria-IMT™
Phase 1/2a trial. Additionally, the change in fair value of the warrant liability resulted in a gain of $806,841 in 2025, compared to
a loss of $1,567,747 in 2024, further contributing to the improved financial results.
Results
of Operations for the Six Months Ended January 31, 2025 and 2024
Six months ended
January 31,
2025
2024
(Unaudited)
(Unaudited)
Operating Expenses:
Research, development, and clinical trial expenses
$ 9,350,118
$ 15,114,712
General and administrative expenses
2,972,157
3,217,762
Total operating expenses
12,322,275
18,332,474
Operating loss
(12,322,275 )
(18,332,474 )
Financial expenses, net
79,072
261,450
Change in fair value of the warrant liability
190,198
12,714,331
Share of loss on equity investments
(114,099 )
(18,345 )
Net loss for the period
$ (12,167,104 )
(5,375,038 )
Net loss attributable to non-controlling interest
(73,509 )
(81,978 )
Net loss for the period attributable to BriaCell
(12,093,595 )
(5,293,060 )
Net loss per share attributable to BriaCell – basic and diluted
$ (5.44 )
$ (5.04 )
Weighted average number of shares used in computing net basic earnings per share of common stock
2,224,979
1,065,448
Weighted average number of shares used in computing net diluted earnings per share of common stock
2,224,979
1,065,448
25
Research,
Development, and Clinical Trial Costs
Research
costs are comprised primarily of (i) salaries and wages to Company employees at our laboratory; and (ii) Clinical trials and investigational
drug costs, which include the testing and manufacture of our investigational drugs and costs of our clinical trials.
The
following is a breakdown of our research, development, and clinical trial costs by nature of expenses:
Six months ended January 31,
2025
2024
Clinical trial sites and Investigational drug costs
$ 6,557,243
$ 11,598,418
Wages and salaries
2,241,110
2,422,404
Laboratory Rent
228,660
196,480
Supplies
184,694
401,566
Depreciation
45,678
-
Professional fees
9,176
3,782
Share-based compensation
83,557
492,062
$ 9,350,118
$ 15,114,712
For
the six-month period ending January 31, 2025, research, development and clinical trial costs amounted to $9,350,118, a significant
decrease from the $15,114,712 incurred during the same period in 2024. This reduction was primarily driven by lower clinical trial
sites and investigational drug costs, which decreased from $11,598,418 in 2024 to $6,557,243 in 2025. The decrease reflects the
conclusion of the Bria-IMT™ Phase 1/2a trial and a focus on optimizing expenditures for the pivotal Phase 3 trial. Wages and
salaries decreased slightly, from $2,422,404 in 2024 to $2,241,110 in 2025, reflecting resource allocation adjustments. Laboratory
rent increased to $228,660 in 2025, up from $196,480 in 2024, due to expanded use of facilities to support ongoing research.
Supplies decreased, from $401,566 in 2024 to $184,694 in 2025, driven by lowered spending. Depreciation expenses of $45,678 were
recognized in 2025, reflecting investments in capital assets to support research activities. Professional fees increased to $9,176
in 2025, compared to $3,782 in 2024, primarily due to consulting and support for clinical operations. Notably, share-based
compensation expenses decreased significantly, from $492,062 in 2024 to $83,557 in 2025, contributing to the overall reduction in
research, development, and clinical trial expenses.
Clinical trial expenses for the
period are as follows:
Six
months ended January 31,
2025
2024
Bria-IMT™
Pivotal Phase 3 study
$
6,089,111
$
4,887,207
Bria-IMT™
Phase 1/2a
399,343
3,099,933
Bria-OTS™ Phase 1/2a
143,195
-
$
6,631,649
$
7,987,140
Clinical trial expenses for the six-month period ended January 31, 2025, were $6,631,649, compared to $7,987,140
during the same period in 2024. This decrease reflects the completion of the Bria-IMT™ Phase 1/2a trial and the continued prioritization
of the pivotal Phase 3 study, which remains our primary focus. While resources have been increasingly directed toward Phase 3, we have
also begun incurring costs related to the Bria-OTS™ Phase 1/2a trial, which commenced in August 2024.
For
the six-month period ended January 31, 2025, Bria-IMT™ Pivotal Phase 3 Study costs totaled $6,089,111, up from $4,887,207 in 2024.
The increase highlights our commitment to accelerating trial progress, with efforts focused on expanding patient recruitment, activating
additional sites, and streamlining trial execution to support the study’s advancement.
Bria-IMT™
Phase 1/2a costs declined to $399,343, a sharp reduction from $3,099,933 in 2024, reflecting the trial’s conclusion. Remaining
costs are tied to final reporting, regulatory submissions, and study close-out activities.
For the six-month period ended January 31, 2025, Bria-OTS™ Phase 1/2a costs totaled $143,195, compared
to $nil in 2024. The increase is due to the initiation of the Bria-OTS™ Phase 1/2a trial in August 2024.
We
remain committed to advancing the pivotal Phase 3 study of Bria-IMT™ in advanced breast cancer and continue to allocate resources
strategically to ensure its successful execution.
General
and Administrative Expenses
For
the six-month period ended January 31, 2025, general and administrative expenses amounted to $2,972,157, compared to $3,217,762 for the
same period in 2024. The slight decrease was primarily due to operational efficiencies, which offset other cost fluctuations, resulting
in overall stable general and administrative expenses period over period.
Financial
income (expenses), net
For
the six-month period ended January 31, 2025, financial income amounted to $79,072, compared to $261,450 for the six-month period ended
January 31, 2024. Financial income for the 2025 period consisted of $59,882 in interest income and a $19,190 foreign exchange gain. In
comparison, financial income for the 2024 period included $272,410 in interest income, offset by a $10,960 foreign exchange loss. The
decrease in financial income from 2024 to 2025 was primarily due to lower interest income, reflecting reduced cash and cash equivalents
available for investment in interest-bearing funds.
26
Loss
for the period
The
Company reported a loss of $12,167,104 for the six-month period ended January 31, 2025, compared to $5,375,038 in 2024. The increase
was primarily due to a smaller gain on the fair value of warrant liability, which was $190,198 in 2025 compared to $12,714,331 in 2024.
This impact outweighed the reduction in research, development, and clinical trial expenses, which decreased from $15,114,712 in 2024 to $9,350,118 in
2025, mainly due to lower clinical trial and investigational drug costs following the completion of the Bria-IMT™ Phase 1/2a trial.
Liquidity,
Capital Resources and Going Concern Uncertainty
The
financial statements have been prepared on a going concern basis, which assumes that the Company will be able to realize its assets and
discharge its liabilities in the normal course of business for the foreseeable future. The continuing operations of the Company are dependent
upon its ability to continue to raise adequate financing and to commence profitable operations in the future.
As
of January 31, 2025, and a positive working capital balance of $1,931,735 (July 31, 2024 negative balance of $3,807,303).
As
of January 31, 2025, the Company has total assets of $9,363,567 (July 31, 2024 - $5,872,261), a positive working capital of $1,931,735
(July 31, 2024 – negative balance of $3,807,303) and an accumulated deficit of $97,537,292 (July 31, 2024 - $85,443,697).
As
of January 31, 2025, the Company’s capital resources consist primarily of cash and cash equivalents, comprising mostly
of cash on deposit with banks, investments in money market funds, investments in U.S. government securities, U.S. government agency securities,
and investment grade corporate debt securities . Our investment policy and strategy are focused
on preservation of capital and supporting our liquidity requirements.
Historically,
the Company has financed its operation through private and public placement of equity securities, as well as debt financing. The Company’s
ability to fund its longer-term cash requirements is subject to multiple risks, many of which are beyond its control. The Company intends
to raise additional capital, either through debt or equity financings in order to achieve its business plan objectives. Management believes
that it can be successful in obtaining additional capital; however, there can be no assurance that the Company will be able to do so.
There is no assurance that any funds raised will be sufficient to enable the Company to attain profitable operations or continue as a
going concern. To the extent that the Company is unsuccessful, the Company may need to curtail or cease its operations and implement
a plan to extend payables or reduce overhead until sufficient additional capital is raised to support further operations. There can be
no assurance that such a plan will be successful. To this end, for several months during calendar year 2024, certain directors and officers
agreed to defer payment of their directors’ fees/compensation until we completed a financing, after which, these fees were paid
in full. Further, certain officers have indicated their willingness to receive a portion of their compensation in equity of the Company,
subject to applicable Nasdaq rules. In addition, we continue to reduce expenditure on certain non-core activities whilst maintaining
our focus on our Phase 3 Bria-IMT™ pivotal study in advanced metastatic breast cancer.
During
the period ended January 31, 2025, the Company’s overall position of cash and cash equivalents increased by $4,151,565 from the
period ended July 31, 2024 (including effects of foreign exchange). This increase in cash can be
attributed to the following:
The
Company’s net cash used in operating activities during the period ended January 31, 2025, was $12,875,298 as compared to $15,006,564
for the period ended January 31, 2024.
Cash
gained in financing activities for the period ended January 31, 2025, was 17,176,863 as compared to nil for the period ended January
31, 2024.
27
Off-Balance
Sheet Arrangements
None.
Tabular
Disclosure of Contractual Obligations
None.
Critical
Accounting Policies and Estimates
There
have been no material changes to our critical accounting policies and estimates from the information provided in the MD&A section
in our Annual Report.
New
Accounting Policies Adopted
The
Company did not adopt any new accounting policies during the period ended January 31, 2025.
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