What changed in this filing

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Item 1. Financial Statements

2023-12-13 compared with 2023-09-13 · 103 added, 75 removed, 360 unchanged (33% of the section changed)

29 unchanged sentences

13,714,099 and 13,558,650 shares issued;

and 13,484,110 and 13,544,228 outstanding as of July 31, 2023 and April 30, 2023, respectively

and 13,593,766 and 13,544,228 outstanding as of October 31, 2023 and April 30, 2023, respectively

Treasury stock, at cost ( 708 ) ( 74 )

8 unchanged sentences

Three Months Ended

October 31, Six Months Ended

2023 2022 2023 2022

Oncology services revenue $ 11,573 $ 14,281 $ 24,134 $ 28,026

5 unchanged sentences

Total costs and operating expenses 13,528 14,274 28,641 28,303

Loss from operations ( 2,552 ) ( 284 )

Other income (loss) 14 ( 18 )

Income (loss) from operations ( 1,955 ) 7 ( 4,507 ) ( 277 )

Other loss ( 105 ) ( 9 ) ( 91 ) ( 27 )

Loss before provision for income taxes ( 2,060 ) ( 2 ) ( 4,598 ) ( 304 )

2 unchanged sentences

Net loss per common share outstanding

basic $ ( 0.19 ) $ ( 0.02 )

and diluted $ ( 0.19 ) $ ( 0.02 )

basic and diluted $ ( 0.15 ) $ — $ ( 0.34 ) $ ( 0.02 )

Weighted average common shares outstanding

basic 13,506,782 13,522,433

and diluted 13,506,782 13,522,433

basic and diluted 13,497,061 13,528,643 13,529,629 13,521,496

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

13 unchanged sentences

Balance July 31, 2023 13,484,110 $ 14 115,437 $ ( 676 ) $ 82,448 $ ( 79,883 ) $ 1,903

Stock-based compensation — — — — 53 — 53

Issuance of common stock on exercise of stock options 114,552 — — — 240 — 240

Repurchase of common stock ( 4,896 )

— 4,896 ( 32 ) — — ( 32 )

Net loss — — — — — ( 2,071 ) ( 2,071 )

Balance October 31, 2023 13,593,766 $ 14 120,333 $ ( 708 ) $ 82,741 $ ( 81,954 ) $ 93

Common Stock Treasury Stock Additional

7 unchanged sentences

Balance July 31, 2022 13,522,441 $ 14 — $ — $ 81,270 $ ( 72,301 ) $ 8,983

Stock-based compensation — — — — 119 — 119

Issuance of common stock on exercise of stock options 36,209 — — 86 — 86

Net loss — — — — — ( 16 ) ( 16 )

Balance October 31, 2022 13,558,650 $ 14 — — $ 81,475 $ ( 72,317 ) $ 9,172

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

2 unchanged sentences

(Dollars in Thousands)

Three Months Ended

Six Months Ended

Operating activities:

Net loss $ ( 4,637 ) $ ( 335 )

Adjustments to reconcile net loss to net cash used in operating activities:

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Stock-based compensation 476 325

Depreciation and amortization expense 929 1,088

Loss on disposal of equipment 65 —

Operating lease right-of use assets 502 542

8 unchanged sentences

Deferred revenue 191 114

Net cash used in operating activities ( 3,991 ) ( 195 )

Net cash provided by (used in) operating activities ( 3,402 ) 3,091

Investing activities:

2 unchanged sentences

Financing activities:

Repurchases of common stock ( 602 ) —

Proceeds from exercise of options 252 86

Net cash used in financing activities ( 590 ) —

Decrease in cash ( 5,249 ) ( 949 )

Repurchases of common stock ( 634 ) —

Net cash provided by (used in) financing activities ( 382 ) 86

Increase (decrease) in cash ( 4,605 ) 1,819

Cash at beginning of period 10,118 9,007

5 unchanged sentences

Champions Oncology, Inc.

is a technology-enabled research organization engaged in creating transformative technology solutions to be utilized in drug discovery and development.

(the "Company") is a technology-enabled research organization engaged in creating technology solutions to be utilized in drug discovery and development.

The Company's research center operates in both regulatory and non-regulatory environments and consists of a comprehensive set of computational and experimental research platforms.

1 unchanged sentence

The Company has four operating subsidiaries:

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

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

(Italy), and Corellia A.I..

For the three months ended July 31, 2023 and 2022, there were no revenues earned by these subsidiaries.

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

For the three and six months ended October 31, 2023 and 2022, there were no revenues earned by these subsidiaries.

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

Transaction gains and losses are recognized in earnings.

1 unchanged sentence

These unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission, or the SEC.

All significant intercompany transactions and accounts have been eliminated.

Intercompany transactions and accounts have been eliminated.

Certain information related to the Company’s organization, significant accounting policies and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States, or GAAP, has been condensed or omitted.

The accounting policies followed in the preparation of these unaudited condensed consolidated financial statements are consistent with those followed in the Company’s annual consolidated financial statements for the year ended April 30, 2023, as filed on Form 10-K.

The April 30, 2023 condensed consolidated balance sheet in the accompanying interim condensed consolidated financial statements was derived from audited consolidated financial statements.

In the opinion of management, these unaudited condensed consolidated financial statements contain all material adjustments necessary to fairly state our financial position, results of operations and cash flows for the periods presented and the presentations and disclosures herein are adequate when read in conjunction with the Company’s Annual Report on Form 10-K for the year ended April 30, 2023.

5 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 July 31, 2023 the Company had cash equivalents of $ 4.1 million and, as of April 30, 2023, the Company had no cash equivalents.

As of October 31, 2023 the Company had cash equivalents of $ 3.6 million and, as of April 30, 2023, the Company had no cash equivalents.

The Company is subject to a concentration of credit risk in the form of its cash deposits held at multiple banking institutions.

Accounts at each institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000.

As of July 31, 2023 and April 30, 2023, the Company had $ 4.7 million and $ 8.7 million in excess of the FDIC insured limit, respectively.

As of October 31, 2023 and April 30, 2023, the Company had $ 4.3 million and $ 8.7 million in excess of the FDIC insured limit, respectively.

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.

Recently, the Company has met these cash requirements through cash on hand, working capital management, and sales of products and services.

In the past, the Company has also received proceeds from certain private placements and public offerings of our securities.

For the three months ended July 31, 2023, the Company had a net loss of approximately $ 2.6 million and cash used in operations of approximately $ 4.0 million.

As of July 31, 2023, the Company had an accumulated deficit of approximately $ 79.9 million and cash on hand of approximately $ 4.9 million.

The Company believes that cash on hand, together with expected cash provided from operations for the remainder of fiscal year 2024, are adequate to fund operations through at least 12 months from the filing of this 10-Q.

In the past, the Company has also received proceeds from certain private placements and public offerings of its securities.

For the six months ended October 31, 2023, the Company had a net loss of approximately $ 4.6 million and cash used in operations of approximately $ 3.4 million.

As of October 31, 2023, the Company had an accumulated deficit of approximately $ 82.0 million and cash on hand of approximately $ 5.5 million.

The Company believes that cash on hand, together with expected cash to be provided from operations for the remainder of fiscal year 2024, are adequate to fund operations through at least 12 months from the filing of this Quarterly Report on Form 10-Q (this "Report").

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

7 unchanged sentences

The Company evaluates its hierarchy disclosures each quarter.

As of July 31, 2023 the Company had assets measured at fair value on a recurring and/or non-recurring basis of as follows:

(in 000s) July 31, 2023

As of October 31, 2023 the Company had assets measured at fair value on a recurring and/or non-recurring basis as follows:

(in 000s) October 31, 2023

Level 1 Level 2 Level 3

Cash Equivalents:

Certificate of deposit $ 3,500 $ — $ —

Money market fund 3,554 — —

Total $ 3,554 $ — $ —

As of July 31, 2023 the Company had no liabilities measured at fair value on a recurring and/or non-recurring basis.

As of October 31, 2023, the Company had no liabilities measured at fair value on a recurring and/or non-recurring basis.

As of April 30, 2023, the Company had no assets or liabilities measured at fair value on a recurring and/or non-recurring basis.

3 unchanged sentences

Such dilutive shares consist of incremental shares that would be issued upon exercise of the Company’s common stock options.

As of July 31, 2023 and 2022, all of the Company's potential common stock is considered anti-dilutive.

The following table reflects the total potential share-based instruments outstanding at July 31, 2023 and 2022 including those that could have an effect on the future computation of dilution per common share, had their effect not been anti-dilutive:

As of October 31, 2023 and 2022, all of the Company's potential common stock is considered anti-dilutive.

The following table reflects the total potential share-based instruments outstanding at October 31, 2023 and 2022 including those that could have an effect on the future computation of dilution per common share, had their effect not been anti-dilutive due to the Company's net losses in the related periods:

Total common stock equivalents 1,831,867 1,675,447

4 unchanged sentences

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

As of July 31, 2023 and April 30, 2023, the Company provided a valuation allowance for all net deferred tax assets as it is more likely than not that the assets will not be recovered based on an insufficient history of earnings.

As of October 31, 2023 and April 30, 2023, the Company provided a valuation allowance for all net deferred tax assets as it is more likely than not that the assets will not be recovered based on an insufficient history of earnings.

The Company reflects tax benefits only if it is more likely than not that the Company will be able to sustain the tax position, based on its technical merits.

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 July 31, 2023 and April 30, 2023.

The Company recorded $ 181,000 of liabilities related to uncertain tax positions relative to one of its foreign operations as of October 31, 2023 and April 30, 2023.

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

The Company did no t recognize interest or penalties on its consolidated statements of operations during the three-month periods ended July 31, 2023 and 2022.

The Company did no t recognize interest or penalties on its consolidated statements of operations during the three and six-month periods ended October 31, 2023 and 2022.

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 July 31, 2023 and 2022 was $ 28,000 and $ 17,000 , respectively, mainly attributable to taxable income earned in Israel and/or Italy relating to transfer pricing.

The provision for income taxes for the three months ended October 31, 2023 and 2022 was $ 11,000 and $ 14,000 , respectively.

The provision for income taxes for the six months ended October 31, 2023 and 2022 was $ 39,000 and $ 31,000 , respectively.

The provision is mainly attributable to taxable income earned in Israel and/or Italy relating to transfer pricing.

Revenue Recognition

The Company recognizes revenue in accordance with Accounting Standards Codification 606 ("ASC 606"), Revenue from Contracts with Customers.

The Company recognizes revenue in accordance with Accounting Standards Codification ("ASC") 606 ("ASC 606"), Revenue from Contracts with Customers.

Under this standard, companies recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration to which the Company expects to be entitled in exchange for those goods or services.

3 unchanged sentences

The Company determines revenue recognition utilizing the following five steps:

(1) identification of the contract with a customer, (2) identification of the performance obligations in the contract (promised goods or services that are distinct), (3) determination of the transaction price, (4) allocation of the transaction price to the performance

obligations, and (5) recognition of revenue when, or as, the Company transfers control of the product or service for each performance obligation.

identification of the contract with a customer, (2) identification of the performance obligations in the contract (promised goods or services that are distinct), (3) determination of the transaction price, (4) allocation of the transaction price to the performance obligations, and (5) recognition of revenue when, or as, the Company transfers control of the product or service for each performance obligation.

The Company records revenues net of any tax assessments by governmental authorities, such as value added taxes, that are imposed on and concurrent with specific revenue generating transactions.

33 unchanged sentences

Deferred revenue consists of unearned payments received in excess of revenue recognized.

As the contracted services are subsequently performed and the associated revenue is recognized, the deferred revenue balance is reduced by the amount of the

revenue recognized during the period.

As the contracted services are subsequently performed and the associated revenue is recognized, the deferred revenue balance is reduced by the amount of the revenue recognized during the period.

Deferred revenue is classified as a current liability on the condensed consolidated balance sheet as the Company expects to recognize the associated revenue in less than one year.

Recently Adopted Accounting Pronouncements

In June 2016, the FASB issued Accounting Standards Update ("ASU") 2016-13, “Financial Instruments—Credit Losses” (Topic 326).

In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-13, “Financial Instruments—Credit Losses” (Topic 326).

This ASU represents a significant change in the current accounting model by requiring immediate recognition of management’s estimates of current expected credit losses.

3 unchanged sentences

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

July 31, 2023 April 30, 2023

October 31, 2023 April 30, 2023

Accounts receivable $ 4,780 $ 3,843

4 unchanged sentences

Deferred revenue was as follows (in thousands):

July 31, 2023 April 30, 2023

October 31, 2023 April 30, 2023

Deferred revenue $ 12,968 $ 12,776

1 unchanged sentence

As of May 1, 2023 and 2022, respectively, the consolidated balance of net accounts receivable was $ 8.0 million and $ 9.5 million, respectively, and deferred revenue was $ 12.8 million and $ 11.1 million, respectively.

As of August 1, 2023 and 2022, respectively, the consolidated balance of net accounts receivable was $ 9.0 million and $ 9.4 million, respectively, and deferred revenue was $ 11.1 million and $ 10.9 million, respectively.

Revenue from Contracts with Customers

Oncology Services Revenue

The following tables represents disaggregated revenue for the three months ended July 31, 2023 and 2022:

The following table represents disaggregated revenue for the three and six months ended October 31, 2023 and 2022:

Three Months Ended

October 31, Six Months Ended October 31,

2023 2022 2023 2022

Pharmacology services $ 10,876 $ 13,480 $ 22,735 $ 26,236

23 unchanged sentences

Property and equipment, net $ 6,941 $ 7,186

Depreciation and amortization expense was $ 445,000 and $ 528,000 for the three months ended July 31, 2023 and 2022, respectively.

Depreciation and amortization expense, excluding expense recorded under finance leases, was $ 409,000 and $ 499,000 for the three months ended July 31, 2023 and 2022, respectively.

As of July 31, 2023 and April 30, 2023, property, plant and equipment included gross assets held under finance leases of $ 1.0 million, respectively.

Related depreciation expense was approximately $ 36,000 and $ 29,000 for the three months ended July 31, 2023 and 2022, respectively.

Depreciation and amortization expense was $ 484,000 and $ 560,000 for the three months ended October 31, 2023 and 2022, respectively.

Depreciation and amortization expense was $ 929,000 and $ 1.1 million for the six months ended October 31, 2023 and 2022, respectively.

Depreciation and amortization expense, excluding expense recorded under finance leases, was $ 448,000 and $ 525,000 for the three months ended October 31, 2023 and 2022, respectively.

Depreciation and amortization expense, excluding expense recorded under finance leases, was $ 857,000 and $ 1.0 million for the six months ended October 31, 2023 and 2022, respectively.

As of October 31, 2023 and April 30, 2023, property, plant and equipment included gross assets held under finance leases of $ 1.0 million, respectively.

Related depreciation expense was approximately $ 36,000 and $ 35,000 for the three months ended October 31, 2023 and 2022, respectively, and $ 72,000 and $ 64,000 for the six months ended October 31, 2023 and 2022, respectively.

Capitalized Software Development Costs Under a Hosting Arrangement

2 unchanged sentences

These capitalized costs include personnel and related expenses for employees and costs of third-party consultants who are directly associated with and who devote time to these internal-use software projects.

Capitalization of these costs ceases once the project is substantially complete and the software is ready for its intended purpose.

Capitalization of these costs ceases once the project is substantially complete and the software is

ready for its intended purpose.

Costs incurred for significant upgrades, increased functionality, and enhancements to the Company's internal-use software solutions are also capitalized.

4 unchanged sentences

These capitalized costs represent salaries, including direct payroll-related costs, certain software development consultant expenses and molecular sequencing programming costs incurred in the engineering and coding of the software development.

Capitalized costs are classified as assets in progress during the development process until development is complete and the asset is available

There are no capitalized software development costs classified as assets in progress as of July 31, 2023 or April 30, 2023.

Total capitalized gross asset costs for the Lumin platform that was launched and placed into service were $ 1.9 million.

During the fourth quarter of fiscal year 2023, an impairment loss was recognized equal to the amount by which the carrying amount exceeded the future net revenues, or, its net book value at April 30, 2023 of $ 807,000 .

Amortization expense related to this asset was $ 0 and $ 157,000 for the three months ended July 31, 2023 and 2022, respectively.

Amortization expense related to this asset was $ 0 and $ 157,000 for the three months ended October 31, 2023 and 2022, respectively, and $ 0 and $ 314,000 for the six months ended October 31, 2023 and 2022, respectively.

Finance Lease

3 unchanged sentences

The present value of the minimum future obligations of $ 368,000 was calculated based on an interest rate of 3.5 %.

Depreciation and amortization expense related to this finance lease was $ 17,400 and $ 11,200 for the three months ended July 31, 2023 and 2022, respectively.

Depreciation and amortization expense related to this finance lease was $ 17,600 and $ 17,000 for the three months ended October 31, 2023 and 2022, respectively, and $ 35,000 and $ 28,200 for the six months ended October 31, 2023 and 2022, respectively.

During fiscal year 2022, the Company recognized a finance lease for laboratory equipment.

2 unchanged sentences

At the commencement of the commitment, the present value of the minimum future obligations of $ 370,000 was calculated based on an interest rate of 3.25 %.

Depreciation and amortization expense related to this finance lease was $ 18,400 and $ 18,000 for the three months ended July 31, 2023 and 2022, respectively.

Depreciation and amortization expense related to this finance lease was $ 18,500 and $ 18,000 for the three months ended October 31, 2023 and 2022, respectively, and $ 36,900 and $ 35,700 for the six months ended October 31, 2023 and 2022, respectively.

The liabilities related to these finance leases are classified under other current liability and other non-current liabilities on the Company's balance sheet.

4 unchanged sentences

Three Months Ended

October 31, Six Months Ended

2023 2022 2023 2022

General and administrative $ 31 $ 23 $ 215 $ 146

3 unchanged sentences

Total stock-based compensation expense $ 53 $ 119 $ 476 $ 325

The Company has in place a 2021 Equity Incentive Plan and 2010 Equity Incentive Plan (the "Plans").

The Company has in place a 2021 Equity Incentive Plan and 2010 Equity Incentive Plan (collectively, the "Plans").

In general, these Plans provide for stock-based compensation to the Company’s employees, directors and non-employees.

The Plans also provide for limits on the aggregate number of shares that may be granted, the term of grants and the strike price of option awards.

The Plans also

provide for limits on the aggregate number of shares that may be granted, the term of grants and the strike price of option awards.

2021 Equity Incentive Plan

5 unchanged sentences

Total stock awards under the 2021 Equity Plan shall not exceed 2 million shares of common stock.

Options and Stock Appreciation Rights expire no later than ten years from the date of grant and the awards vest as determined by the Board of Directors.

Options and Stock Appreciation Rights expire no later than ten years from the date of grant and the awards vest as determined by the Company's Board of Directors.

Options and Stock Appreciation Rights have a strike price not less than 100 % of the fair market value of the common stock subject to the option or right at the date of grant.

As of July 31, 2023, approximately 1.6 million shares were left to issue under this plan.

As of October 31, 2023, approximately 1.4 million shares were available for issue under this plan.

2010 Equity Incentive Plan

8 unchanged sentences

Stock Option Grants

Black-Scholes assumptions used to calculate the fair value of options granted during the three months ended July 31, 2023 and 2022 were as follows:

Black-Scholes assumptions used to calculate the fair value of options granted during the three and six months ended October 31, 2023 and 2022 were as follows:

Three Months Ended

October 31, Six Months Ended

2023 2022 2023 2022

Expected term in years 6

Risk-free interest rates 4.49 %

3.95 % - 4.49 %

Volatility 63.30 %

62.83 % - 63.30 %

Dividend yield — % — % — % — %

The weighted average fair value of stock options granted during the three months ended July 31, 2023 and 2022 was $ 3.72 and $ 4.50 , respectively.

The Company’s stock options activity for the three months ended July 31, 2023 was a s follows:

The weighted average fair value of stock options granted during the three months ended October 31, 2023 and 2022 was $ 4.02 and $ 0.00 , respectively, as there were no stock options granted during the second quarter of fiscal year 2023.

The weighted average fair value of stock options granted during the six months ended October 31, 2023 and 2022 was $ 3.95 and $ 4.50 , respectively.

The Company’s stock options activity for the six months ended October 31, 2023 was a s follows:

Employees Non-

8 unchanged sentences

Expired ( 833 ) — ( 833 ) 15.96

Outstanding, July 31, 2023 1,730,421 36,331 1,766,752 4.91 4.6 $ 4,254,000

Vested and expected to vest as of July 31, 2023 1,730,421 36,331 1,766,752 4.91 4.6 $ 4,254,000

Exercisable as of July 31, 2023 1,491,784 1,875 1,493,659 4.62 4.0 $ 4,103,000

Outstanding, October 31, 2023 1,795,536 36,331 1,831,867 5.25 4.6 $ 2,685,000

Vested and expected to vest as of October 31, 2023 1,795,536 36,331 1,831,867 5.25 4.6 $ 2,685,000

Exercisable as of October 31, 2023 1,478,204 1,875 1,480,079 4.91 4.0 $ 2,675,000

Share Repurchase Program

4 unchanged sentences

The program does not obligate the Company to acquire a minimum number of shares.

As of July 31, 2023, the Company had purchased approximately 115,000 shares of its common stock, at an average price of $ 5.62 per share, totaling approximately $ 676,000 and leaving an available balance of approximately $ 4.3 million authorized by the Board for use in the program as of that date.

The Company accounts for its leases under Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 842, Leases.

As of October 31, 2023, the Company had purchased approximately 120,300 shares of its common stock, at an average price of $ 5.73 per share, totaling approximately $ 708,000 and leaving an available balance of approximately $ 4.3 million authorized by the Board for use in the program as of that date.

The Company accounts for its leases under FASB ASC Topic 842, Leases.

Under this guidance, arrangements meeting the definition of a lease are classified as operating or financing leases and are recorded on the consolidated balance sheet as both a right-of-use ("ROU") asset and lease liability, calculated by discounting fixed lease payments over the lease term at the rate implicit in the lease, if applicable, or the Company’s incremental borrowing rate.

5 unchanged sentences

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 expense totaled $ 453,000 and $ 467,000 for the three months ended July 31, 2023 and 2022, respectively.

Rent expense totaled $ 454,000 and $ 466,000 for the three months ended October 31, 2023 and 2022, respectively.

Rent expense totaled $ 907,000 and $ 934,000 for the six months ended October 31, 2023 and 2022, respectively.

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

2 unchanged sentences

The lease expires in November 2026.

The Company recognized $ 19,000 and $ 21,000 of rent expense relative to this lease for the three months ended July 31, 2023 and 2022, respectively.

The Company recognized $ 19,000 and $ 21,000 of rent expense relative to this lease for the three months ended October 31, 2023 and 2022, respectively.The Company recognized

$ 38,000 and $ 42,000 of rent expense relative to this lease for the six months ended October 31, 2023 and 2022, 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.

3 unchanged sentences

This lease expires in February 2029.

The Company recognized $ 423,000 and $ 422,000 of rent expense relative to this lease for the three months ended July 31, 2023 and 2022, respectively.

The Company recognized $ 423,000 and $ 422,000 of rent expense relative to this lease for the three months ended October 31, 2023 and 2022, respectively, and $ 846,000 and $ 844,000 of rent expense relative to this lease for the six months ended October 31, 2023 and 2022, respectively.

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

2 unchanged sentences

The lease expires October 31, 2028 and it replaces the previous two leases, which were terminated during fiscal year 2023.

The Company recognized $ 13,000 and $ 23,000 of rent expense relative to these leases for the three months ended July 31, 2023 and 2022, respectively.

The Company recognized $ 13,000 and $ 23,000 of rent expense relative to these leases for the three months ended October 31, 2023 and 2022, respectively, and $ 26,000 and $ 48,000 for the six months ended October 31, 2023 and 2022, respectively.

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

July 31, 2023 April 30, 2023

October 31, 2023 April 30, 2023

Operating lease right-of-use assets, net

2 unchanged sentences

Non-current portion of operating lease liabilities 6,775 7,391

As of July 31, 2023, the weighted average remaining operating lease term and the weighted average discount rate were 5.47 years and 5.87 %, respectively.

As of October 31, 2023, the weighted average remaining operating lease term and the weighted average discount rate were 5.22 years and 5.87 %, respectively.

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

9 unchanged sentences

Consulting Services

During the three months ended July 31, 2023 and 2022, the Company paid an affiliate of a board member $ 9,000 and $ 9,000 , respectively, for consulting services unrelated to his duty as a board member.

As of July 31, 2023, $ 0 was due to this related party.

During the three months ended October 31, 2023 and 2022, the Company paid an affiliate of a Board member $ 9,000 and $ 9,000 , respectively, for consulting services unrelated to his duty as a Board member.

During the six months ending October 31, 2023 and 2022, the Company paid an affiliate of a Board member $ 18,000 and $ 18,000 , respectively, for consulting services unrelated to his duty as a Board member.

Such amounts are included in general and administrative expenses in the accompanying condensed consolidated statements of operations.

As of October 31, 2023, $ 0 was due to this related party.

Commitments and Contingencies

12 unchanged sentences

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

For the three months ended July 31, 2023 and 2022, we have recognized approximately $ 73,000 and $ 76,000 , respectively, in expense related to these royalty arrangements.

For the three months ended October 31, 2023 and 2022, we have recognized approximately $ 53,200 and $ 32,000 , respectively, in expense related to these royalty arrangements.

For the six months ended October 31, 2023 and 2022, we have recognized approximately $ 126,200 and $ 108,000 , respectively, in expense 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