What changed in this filing

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Item 1. Financial Statements

2022-03-15 compared with 2021-12-13 · 81 added, 88 removed, 397 unchanged (30% of the section changed)

28 unchanged sentences

200,000,000 shares authorized;

13,496,144 and 13,414,066 shares issued and outstanding as of October 31, 2021 and April 30, 2021, respectively

13,517,941 and 13,414,066 shares issued and outstanding as of January 31, 2022 and April 30, 2021, respectively

Additional paid-in capital 80,860 79,945

7 unchanged sentences

Three Months Ended

October 31, Six Months Ended

January 31, Nine Months Ended

2022 2021 2022 2021

7 unchanged sentences

Income from operations 830 982 918 1,014

Other income 26 9 43 73

Other income (expense), net ( 32 ) ( 8 ) 11 64

Income before provision for income taxes 798 974 929 1,078

25 unchanged sentences

Balance October 31, 2021 13,496,144 $ 14 $ 80,482 $ ( 72,425 ) $ 8,071

Stock-based compensation — — 310 — 310

Issuance of common stock on exercise of stock options 21,797 — 68 — 68

Net income — — — 787 787

Balance January 31, 2022 13,517,941 $ 14 $ 80,860 $ ( 71,638 ) $ 9,236

Common Stock Additional

12 unchanged sentences

Balance October 31, 2020 13,368,545 $ 13 $ 79,477 $ ( 72,597 ) $ 6,893

Stock-based compensation — — 232 — 232

Issuance of common stock on exercise of stock options 21,627 — 2 — 2

Net income — — — 959 959

Balance January 31, 2021 13,390,172 $ 13 $ 79,711 $ ( 71,638 ) $ 8,086

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

2 unchanged sentences

(Dollars in Thousands)

Six Months Ended

Nine Months Ended

Operating activities:

25 unchanged sentences

Net cash provided by financing activities 191 1,123

Increase in cash 94 211

Increase (decrease) in cash 4,014 ( 913 )

Cash at beginning of period 4,687 8,342

3 unchanged sentences

Equipment acquired in accounts payable 79 —

Unpaid portion of property and equipment purchase — 240

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

15 unchanged sentences

Champions Oncology (Israel), Limited, Champions Biotechnology U.K., Limited, and Champions Oncology, S.R.L.

For the three and six months ended October 31, 2021 and 2020, there were no revenues earned by these subsidiaries.

For the three and nine months ended January 31, 2022 and 2021, there were no revenues earned by these subsidiaries.

The Company’s foreign subsidiaries functional currency is the U.S.

12 unchanged sentences

The Company considers only those investments which are highly liquid, readily convertible to cash, and with original maturities of three months or less to be cash equivalents.

As of October 31, 2021 and April 30, 2021 the Company had no cash equivalents.

Our liquidity needs have typically arisen from the funding of our research and development programs and the launch of new products, working capital requirements, and other strategic initiatives.

In the past, we have met these cash requirements through our cash on hand, working capital management, proceeds from certain private placements and public offerings of our securities, and sales of products and services.

For the six months ended October 31, 2021, the Company had net income of approximately $ 105,000 and cash provided by operations of $ 1.4 million.

As of October 31, 2021, the Company had an accumulated deficit of approximately $ 72.4 million, working capital of $ 1.2 million and cash of $ 4.8 million.

We believe that our cash on hand, together with expected net positive cash provided by operations for fiscal year 2022, are adequate to fund operations through at least 12 months from the filing of this 10-Q.

However, should our revenue expectations not materialize, we believe we have cost reduction strategies that could be implemented without disrupting the business or restructuring the Company.

As of January 31, 2022 and April 30, 2021 the Company had no cash equivalents.

The Company's liquidity needs have typically arisen from the funding of our research and development programs and the launch of new products, working capital requirements, and other strategic initiatives.

In the past, these cash requirements have been met through cash on hand, working capital management, proceeds from certain private placements and public offerings of securities, and sales of products and services.

For the nine months ended January 31, 2022, the Company had net income of approximately $ 892,000 and cash provided by operations of $ 5.7 million.

As of January 31, 2022, the Company had an accumulated deficit of approximately $ 71.6 million, working capital of $ 2.3 million and cash of $ 8.7 million.

The Company believes that cash on hand, together with expected net positive cash provided by operations for fiscal year 2022, are adequate to fund operations through at least 12 months from the filing of this 10-Q.

However, should revenue expectations not materialize, the Company has cost reduction strategies that could be implemented without disrupting the business or restructuring the Company.

Should the Company be required to raise additional capital, there can be no assurance that management would be successful in raising such capital on terms acceptable to us, if at all.

2 unchanged sentences

As the Company's leases do not provide an implicit rate, the Company uses an incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments.

Lease liabilities are increased by interest and reduced by payments each period, and the right-of-use asset is amortized over the lease term.

For operating leases, interest on the lease liability and the amortization of the right-of-use asset result in straight-line rent expense over the lease term.

Lease liabilities are increased by interest and reduced by payments each period, and the right-of-use ("ROU") asset is amortized over the lease term.

For operating leases, interest on the lease liability and the amortization of the ROU asset result in straight-line rent expense over the lease term.

Earnings Per Share

3 unchanged sentences

Three Months Ended

October 31, Six Months Ended October 31,

January 31, Nine Months Ended January 31,

2022 2021 2022 2021

10 unchanged sentences

Diluted net income per share $ 0.05 $ 0.07 $ 0.06 $ 0.07

The following table reflects the total potential share-based instruments outstanding at October 31, 2021 and 2020 that could have an effect on the future computation of dilution per common share, had their effect not been anti-dilutive:

The following table reflects the total potential share-based instruments outstanding at January 31, 2022 and 2021 that could have an effect on the future computation of dilution per common share, had their effect not been anti-dilutive:

Total common stock equivalents 1,681,448 1,693,312

4 unchanged sentences

Changes in valuation allowances from period to period are included in the tax provision in the period of change.

As of October 31, 2021 and April 30, 2021, the Company provided a valuation allowance for all net deferred tax assets, as recovery is not more likely than not based on an insufficient history of earnings.

As of January 31, 2022 and April 30, 2021, the Company provided a valuation allowance for all net deferred tax assets, as recovery is not more likely than not based on an insufficient history of earnings.

Tax positions are positions taken in a previously filed tax return or positions expected to be taken in a future tax return that are reflected in measuring current or deferred income tax assets and liabilities reported in the consolidated financial statements.

5 unchanged sentences

If a tax benefit meets this criterion, it is measured and recognized based on the largest amount of benefit that is cumulatively greater than 50% likely to be realized.

The Company recorded $ 181,000 of liabilities related to uncertain tax positions relative to one of its foreign operations as of October 31, 2021 and April 30, 2021.

The Company recorded $ 181,000 of liabilities related to uncertain tax positions relative to one of its foreign operations as of January 31, 2022 and April 30, 2021.

The Company’s practice is to recognize interest and/or penalties related to income tax matters in income tax expense.

The Company accrued $ 3,000 for interest and penalties on its consolidated balance sheets as of October 31, 2021 and April 30, 2021.

The Company did no t recognize interest or penalties on its consolidated statements of operations during the three or six-

month periods ended October 31, 2021 and 2020.

The Company accrued $ 3,000 for interest and penalties on its consolidated balance sheets as of January 31, 2022 and April 30, 2021.

The Company did no t recognize interest or penalties on its consolidated statements of operations during the three or nine-

month periods ended January 31, 2022 and 2021.

The Company does no t anticipate unrecognized tax benefits will be recorded during the next 12 months.

The provision for income taxes for the three months ended October 31, 2021 and 2020 was $ 12,000 and $ 15,000 , respectively, and for the six months ended October 31, 2021 and 2020 was $ 26,000 and $ 28,000 , respectively, mainly attributable to taxable income earned in Israel relating to transfer pricing.

The provision for income taxes for the three months ended January 31, 2022 and 2021 was $ 11,000 and $ 15,000 , respectively, and for the nine months ended January 31, 2022 and 2021 was $ 37,000 and $ 43,000 , respectively, mainly attributable to taxable income earned in Israel relating to transfer pricing.

Revenue Recognition

49 unchanged sentences

Accounts receivable and unbilled services were as follows (in thousands):

October 31, 2021 April 30, 2021

January 31, 2022 April 30, 2021

Accounts receivable $ 4,858 $ 4,304

4 unchanged sentences

Deferred revenue was as follows (in thousands):

October 31, 2021 April 30, 2021

January 31, 2022 April 30, 2021

Deferred revenue $ 8,701 $ 6,256

19 unchanged sentences

Other TOS (Translational Oncology Solutions) revenue represents additional services provided to the Company's pharmaceutical and biotechnology customers, specifically flow cytometry services and SaaS provided via our Lumin Bioinformatics software.

Revenues from one pharmaceutical services and Other TOS revenue customer represents approximately 15 % and 10 % of the company’s total consolidated revenues for the three months ended October 31, 2021 and 2020, respectively, and 15 % of the company's total consolidated revenue for the six months ended October 31, 2021.

No customers represented 10% or more of the company's total consolidated revenue for the six months ended October 31, 2020.

The following tables represents disaggregated revenue for the three and six months ended October 31, 2021 and 2020:

Revenues from one pharmaceutical services and Other TOS revenue customer represent approximately 11 % and 10 % of the company’s total consolidated revenues for the three months ended January 31, 2022 and 2021, respectively, and 14 % and 10 % of the company's total consolidated revenue for the nine months ended January 31, 2022 and 2021, respectively.

The following tables represents disaggregated revenue for the three and nine months ended January 31, 2022 and 2021:

Three Months Ended

October 31, Six Months Ended October 31,

January 31, Nine Months Ended January 31,

2022 2021 2022 2021

21 unchanged sentences

Total property and equipment 11,999 10,046

Accumulated depreciation ( 4,612 ) ( 3,956 )

Accumulated depreciation and amortization ( 5,008 ) ( 3,956 )

Property and equipment, net $ 6,991 $ 6,090

Depreciation and amortization expense was $ 346,000 and $ 254,000 for the three months ended October 31, 2021 and 2020, respectively.

Depreciation and amortization expense, excluding expense recorded under the finance lease, was $ 663,000 and $ 478,000 for the six months ended October 31, 2021 and 2020, respectively.

As of October 31, 2021 and April 30, 2021, property, plant and equipment included gross assets held under finance leases of $ 343,000 .

Related depreciation expense was approximately $ 0 and $ 53,000 for the three months ended October 31, 2021 and 2020, respectively, and approximately $ 0 and $ 106,000 for the six months ended October 31, 2021 and 2020, respectively.

Depreciation and amortization expense was $ 396,000 and $ 279,000 for the three months ended January 31, 2022 and 2021, respectively.

Depreciation and amortization expense, excluding expense recorded under the finance lease, was $ 1.1 million and $ 757,000 for the nine months ended January 31, 2022 and 2021, respectively.

As of January 31, 2022 and April 30, 2021, property, plant and equipment included gross assets held under finance leases of $ 343,000 .

Related depreciation expense was approximately $ 0 and $ 18,000 for the three months ended January 31, 2022 and 2021, respectively, and approximately $ 0 and $ 124,000 for the nine months ended January 31, 2022 and 2021, respectively.

Capitalized software development costs under a hosting arrangement

6 unchanged sentences

Capitalized software development costs are amortized using the straight-line method over an estimated useful economic life of three years .

The Company capitalizes development and implementation costs, in accordance with ASC-350, for its Lumin Bioinformatics platform ("Lumin").

The Company capitalizes development and implementation costs, in accordance with ASC-350, for its Lumin platform.

Lumin is the Company's oncology data-driven software program and data tool which is classified as Software as a Service (SaaS).

1 unchanged sentence

During the first quarter of fiscal 2021, the initial version of the Lumin platform was launched, at which time initial capitalization ceased and amortization commenced.

The total Lumin asset was placed into service as of July 31, 2020 in the gross amount of $ 484,000 .

Depreciation and amortization related to this asset was $ 40,000 for the three-months ended October 31, 2021 and 2020, respectively, and $ 81,000 for the six-months ended October 31, 2021 and 2020, respectively.

During the second quarter ended October 31, 2020 and through the second quarter ended October 31, 2021, the Company continued to develop increased functionality, expand product design and usability, and add enhancements to the Lumin platform.

In accordance with accounting guidance, these costs were capitalized, and as of October 31, 2021, were not yet placed into service or made available for sale.

This developmental work does not render the initial released version to be obsolete or diminished in value but, rather, adds to the base level of the existing platform.

Total costs included in assets in progress related to these capitalized enhancements and additional functionality as of October 31, 2021 and April 30, 2021 are $ 1.4 million and $ 991,000 , respectively.

These developments are expected to be placed into service and made available for sale in the latter half of fiscal 2022.

Lumin was placed into service as of July 31, 2020 in the gross asset amount of $ 484,000 .

During the second quarter of fiscal 2021 and through the third quarter of fiscal 2022, the Company continued to develop increased functionality, expand product design and usability, and add enhancements and significant upgrades to the Lumin platform.

In accordance with accounting guidance, these costs were capitalized.

This developmental work did not render the initial released version to be obsolete or diminished in value but, rather, added to the base level functionality of the existing platform.

During the development period, capitalized costs were placed into assets in progress.

During the third quarter of fiscal 2022, these capitalized costs were placed into service as the enhanced version was launched and made available for sale.

The total cost of the enhanced Lumin asset placed into service during the three months ended January 31, 2022 was $ 1.4 million, bringing the total capitalized gross asset investment to $ 1.9 million.

Amortization expense related to this asset was $ 79,000 and $ 40,000 for the three months ended January 31, 2022 and 2021, respectively, and $ 160,000 and $ 93,000 for the nine months ended January 31, 2022 and 2021, respectively.

Finance Lease

In November 2014, the Company entered into a finance lease for laboratory equipment.

The lease had costs of approximately $ 149,000 , at inception, through November 2019.

As of October 31, 2021 the asset has been fully depreciated and book value is nil .

In July 2018, the Company entered into a second finance lease for laboratory equipment.

The lease had costs of approximately $ 266,000 , inclusive of interest and taxes.

The Company elected to pay the outstanding balance of the lease early during the fourth quarter of fiscal 2019.

During the quarter of fiscal 2020, ended October 31, 2019, the Company traded in this asset and received a $ 160,000 reduction in the purchase price of two newly acquired assets.

The net book value of the asset traded in at the time of trade in was $ 108,000 , resulting in a gain on the disposal of the asset of $ 53,000 , which was included as an offset in the other expense line within the Company's consolidated statement of operations for the nine months ended January 31, 2020.

As of October 31, 2021 the assets have been fully depreciated and book value is nil .

In December 2019, the Company entered into a finance lease for laboratory equipment.

1 unchanged sentence

The lease term expired December 2020.

Depreciation and amortization expense related to this finance lease was zero and $ 53,000 for the three months ended October 31, 2021 and 2020, respectively, and zero and $ 106,000 for the six-months ended October 31, 2021 and 2020, respectively.

As of October 31, 2021 the asset has been fully depreciated and book value is nil .

Depreciation and amortization expense related to this finance lease was zero and $ 53,000 for the three months ended January 31, 2022 and 2021, respectively, and zero and $ 106,000 for the nine-months ended January 31, 2022 and 2021, respectively.

As of January 31, 2022 the asset has been fully depreciated and book value is nil .

Share-Based Payments

6 unchanged sentences

Three Months Ended

October 31, Six Months Ended

January 31, Nine Months Ended

2022 2021 2022 2021

5 unchanged sentences

Stock Option Grants

Black-Scholes assumptions used to calculate the fair value of options granted during the three and six months ended October 31, 2021 and 2020 were as follows:

Black-Scholes assumptions used to calculate the fair value of options granted during the three and nine months ended January 31, 2022 and 2021 were as follows:

Three Months Ended

October 31, Six Months Ended

January 31, Nine Months Ended

2022 2021 2022 2021

7 unchanged sentences

Dividend yield — % — % — % — %

The weighted average fair value of stock options granted during the three and six months ended October 31, 2020 was $ 7.05 and $ 7.29 , respectively.

There was no options granted during the three months ended October 31, 2021.

The weighted average fair value of stock options granted during the six months ended October 31, 2021 was $ 5.33 .

The Company’s stock options activity for the six months ended October 31, 2021 was a s follows:

The weighted average fair value of stock options granted during the three months ended January 31, 2022 and 2021 was $ 5.80 , respectively, and, $ 5.56 and $ 5.08 for the nine months ended January 31, 2022 and 2021, respectively.

The Company’s stock options activity for the nine months ended January 31, 2022 was a s follows:

Employees Non-

8 unchanged sentences

Expired — ( 5,000 ) ( 5,000 ) 9.60

Outstanding, October 31, 2021 1,601,513 33,415 1,634,928 4.29 5.27 $ 9,246,000

Vested and expected to vest as of October 31, 2021 1,601,513 33,415 1,634,928 4.29 5.27 $ 9,246,000

Exercisable as of October 31, 2021 1,296,094 4,584 1,300,678 3.69 4.51 $ 8,189,000

The Company accounts for its leases under ASU 2016-02, "Leases", Topic 842.

Outstanding, January 31, 2022 1,640,533 40,915 1,681,448 4.54 5.22 $ 6,611,000

Vested and expected to vest as of January 31, 2022 1,640,533 40,915 1,681,448 4.54 5.22 $ 6,611,000

Exercisable as of January 31, 2022 1,288,349 4,584 1,292,933 3.77 4.31 $ 6,057,000

Operating Leases

1 unchanged sentence

Rent expense for operating leases is recognized on a straight-line basis over the lease term from the lease commencement date through the scheduled expiration date.

Rent expenses totaled $ 467,000 and $ 314,000 for the three months ended October 31, 2021 and 2020, respectively and $ 932,000 and $ 629,000 for the six months ended October 31, 2021 and 2020, respectively.

Rent expenses totaled $ 469,000 and $ 314,000 for the three months ended January 31, 2022 and 2021, respectively and $ 1.4 million and $ 942,000 for the nine months ended January 31, 2022 and 2021, respectively.

The Company considers its facilities adequate for its current operational needs.

1 unchanged sentence

• One University Plaza, Suite 307, Hackensack, New Jersey 07601, which, since November 2011, serves as the Company’s corporate headquarters.

The lease expires in November 2021 and is expected to be renewed.

The Company recognized $ 24,000 of rental costs relative to this lease for three months ended October 31, 2021 and 2020, and $ 47,000 and $ 44,000 the six months ended October 31, 2021 and 2020, respectively.

The current lease expires in November 2026.

The Company recognized $ 24,000 of rental costs relative to this lease for three months ended January 31, 2022 and 2021, and $ 70,000 and $ 67,000 the nine months ended January 31, 2022 and 2021, respectively.

• 1330 Piccard Drive Suite 025, Rockville, MD 20850, which consists of laboratory and office space where the Company conducts operations related to its primary service offerings.

5 unchanged sentences

The Expansion Premises operating lease commencement date was June 1, 2020 and, under the amendment, both leases expire February 28, 2029.

◦ In accordance with ASC 842, "Leases", the Company evaluated the first amendment and also performed a reassessment of the existing lease for Suite 025 to determine the impact of the six-month term extension.

As a result of this assessment, the Company recognized an additional operating ROU asset and related operating lease

liability for Suite 025 of $ 118,000 and $ 125,000 , respectively, as well as an incremental net rent expense of $ 8,000 during the three months ended July 31, 2020.

◦ The Company evaluated the first amendment and also performed a reassessment of the existing lease for Suite 025 to determine the impact of the six-month term extension.

As a result of this assessment, the Company recognized an additional operating ROU asset and related operating lease liability for Suite 025 of $ 118,000 and $ 125,000 , respectively, as well as an incremental net rent expense of $ 8,000 during the three months ended July 31, 2020.

◦ Upon the Expansion Premises operating lease commencement date (June 1, 2020), the Company recognized an operating ROU asset and related operating lease liability for Suites 050 and 104 of $ 3.8 million, each, respectively.

◦ For the leases related to the Original and Expansion Premises at Piccard Drive, the Company recognized $ 292,000 and $ 290,000 of rental expense for the three months ended October 31, 2021 and 2020, respectively, and $ 591,000 and $ 534,000 for the six months ended October 31, 2021 and 2020, respectively.

◦ For the leases related to the Original and Expansion Premises at Piccard Drive, the Company recognized $ 292,000 and $ 290,000 of rental expense for the three months ended January 31, 2022 and 2021, respectively, and $ 881,000 and $ 832,000 for the nine months ended January 31, 2022 and 2021, respectively.

◦ On December 22, 2020, the Company executed the second amendment to this lease to expand the existing premises at 1330 Piccard Drive, Suites 025, 050, and 104 ("Additional Expansion Premises") to add on Suite 201.

1 unchanged sentence

◦ Upon the Additional Expansion Premises operating lease commencement date (April 1, 2021), the Company recognized an operating ROU asset and related operating lease liability for Suite 201 of $ 3.3 million, each, respectively.

◦ The Company recognized $ 130,000 and zero of rental expense for the three months ended October 31, 2021 and 2020, respectively, and $ 260,000 and zero of rental expense for the six months ended October 31, 2021 and 2020, respectively, for the Additional Expansion Premises.

◦ The Company recognized $ 130,000 and zero of rental expense for the three months ended January 31, 2022 and 2021, respectively, and $ 390,000 and zero of rental expense for the nine months ended January 31, 2022 and 2021, respectively, for the Additional Expansion Premises.

• 1405 Research Boulevard, Suite 125, Rockville, Maryland 20850 (“New Location”), which consisted of laboratory and office space where the Company conducted operations related to its primary service offerings.

4 unchanged sentences

Upon lease termination, the Company recognized a decrease in the related operating ROU asset and operating lease liability of approximately $ 850,000 and $ 926,000 , respectively, as well as a gain on lease termination of $ 75,000 .

For the three month period ended October 31, 2021 and 2020 there was zero rent expense.

The Company recognized zero and $ 43,000 of rental expense for the six months ended October 31, 2021 and 2020, respectively.

For the three month period ended January 31, 2022 and 2021 there was zero rent expense.

The Company recognized zero and $ 43,000 of rental expense for the nine months ended January 31, 2022 and 2021, respectively.

• VIA LEONE XIII, 14, Milan, Italy, which consists of laboratory and office space where the Company has begun to conduct operations related to its flow cytometry service offerings.

The Company executed the lease for its laboratory space in June 2021, commencing occupancy during the three months ending October 31, 2021.

The Company executed the lease for its laboratory space in June 2021, and commenced occupancy during the three months ended October 31, 2021.

The Company executed the lease for its office space on October 1, 2021.

◦ The Company recognized an operating ROU asset and related operating lease liability for the lab and office space of $ 205,000 each, respectively.

◦ The Company recognized rental costs associated with these leases of $ 21,000 and zero for the three months ending October 31, 2021 and 2020, respectively, and $ 34,000 and zero for the six months ending October 31, 2021 and 2020, respectively.

◦ The Company recognized rental costs associated with these leases of $ 23,000 and zero for the three months ended January 31, 2022 and 2021, respectively, and $ 58,000 and zero for the nine months ended January 31, 2022 and 2021, respectively.

ROU assets and lease liabilities related to our current operating leases are as follows (in thousands):

October 31, 2021 April 30, 2021

January 31, 2022 April 30, 2021

Operating lease right-of-use assets, net

2 unchanged sentences

Non-current portion of operating lease liabilities 8,618 8,783

As of October 31, 2021, the weighted average remaining operating lease term and the weighted average discount rate were 7.23 years and 5.76 %, respectively.

As of January 31, 2022, the weighted average remaining operating lease term and the weighted average discount rate were 6.91 years and 5.73 %, respectively.

Future minimum lease payments due each fiscal year as follows (in thousands):

7 unchanged sentences

Consulting Services

During the three months ended October 31, 2021 and 2020, the Company paid an affiliate of a board member $ 9,000 and $ 15,000 , respectively, for consulting services unrelated to his duty as a board member.

During the six months ended October 31, 2021 and 2020, the Company paid this same affiliate of a board member $ 18,000 and $ 33,000 , respectively, for consulting services unrelated to his duty as a board member.

During the three months ended October 31, 2021 and 2020, the Company paid an affiliate of another board member $ 2,150 and $ 3,900 , respectively, for consulting services unrelated to their duties as a board member.

During the six months ended October 31, 2021 and 2020, the Company paid this same affiliate of a board member $ 5,000 and $ 9,500 , respectively, for consulting services unrelated to his duty as a board member.

As of October 31, 2021, $ 4,600 was due to these related parties.

During the three months ended January 31, 2022 and 2021, the Company paid an affiliate of a board member $ 9,000 and $ 12,000 , respectively, for consulting services unrelated to his duty as a board member.

During the nine months ended January 31, 2022 and 2021, the Company paid this same affiliate $ 27,000 and $ 45,000 , respectively, for consulting services unrelated to his duty as a board member.

During the three months ended January 31, 2022 and 2021, the Company paid an affiliate of another board member $ 341 and $ 3,900 , respectively, for consulting services unrelated to their duties as a board member.

During the nine months ended January 31, 2022 and 2021, the Company paid this same affiliate $ 5,460 and $ 13,400 , respectively, for consulting services unrelated to his duty as a board member.

As of January 31, 2022, $ 3,000 was due to these related parties.

Commitments and Contingencies

11 unchanged sentences

In addition, under certain agreements, for a limited period of time, the Company is subject to royalty payments if the licensed tumor models are used for sale in our TOS business, ranging from 2 % to 20 % of the contract price after recouping certain initiation costs.

Some of these arrangements also set forth an annual minimum royalty due regardless of tumor models

used for sale.

For the six months ended October 31, 2021 and the year ended April 30, 2021, we have paid or accrued approximately $ 194,000 and $ 127,000 related to these royalty arrangements, respectively.

For the three months ended October 31, 2021, and 2020, we have paid or accrued approximately $ 50,000 and $ 12,000 , respectively, related to these royalty arrangements.

Some of these arrangements also set forth an annual minimum royalty due regardless of tumor models used for sale.

For the nine months ended January 31, 2022 and the year ended April 30, 2021, we have paid or accrued approximately $ 286,000 and $ 127,000 related to these royalty arrangements, respectively.

For the three months ended January 31, 2022, and 2021, we have paid or accrued approximately $ 87,000 and $ 32,000 , respectively, related to these royalty arrangements.

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