What changed in this filing

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Item 1. Financial Statements

2022-02-14 compared with 2021-11-15 · 241 added, 212 removed, 749 unchanged (38% of the section changed)

9 unchanged sentences

The results for the period

ended September 30, 2021 are not necessarily indicative of the results of operations for the full year.

ended December 31, 2021 are not necessarily indicative of the results of operations for the full year.

These financial statements

4 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

September 30,

CURRENT ASSETS:

15 unchanged sentences

Other current liabilities

Notes payable, net

Current portion of operating lease liabilities

5 unchanged sentences

Operating lease liabilities, net of current portion

Total Non-Current Liabilities

Total Liabilities

Commitments and Contingencies

3 unchanged sentences

no shares issued and outstanding

Common stock, par value $ 0.0001 , 100,000,000 shares authorized, 52,219,661 shares issued and outstanding at September 30, 2021 and June 30, 2021

Common stock, par value $ 0.0001 , 100,000,000 shares authorized, 52,633,267 shares issued and outstanding at December 31, 2021, and 52,219,661 shares issued and outstanding at June 30, 2021

Additional paid-in capital

13 unchanged sentences

For the Three Months Ended

September 30,

For the Six Months Ended

Operating Expenses

6 unchanged sentences

( 3,305,216 )

( 13,835,464 )

( 6,163,973 )

Other Income (Expense)

9 unchanged sentences

( 2,934,454 )

( 16,994,876 )

( 5,453,818 )

Income Tax (Provision) Benefit

1 unchanged sentence

$ ( 2,933,296 )

( 16,994,910 )

( 5,329,866 )

BASIC AND DILUTED LOSS PER SHARE

4 unchanged sentences

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE

CONDENSED CONSOLIDATED STATEMENTS

OF COMPREHENSIVE LOSS

For the Three Months Ended

September 30,

For the Six Months Ended

$ ( 6,582,941 )

$ ( 2,933,296 )

Comprehensive Loss

( 16,994,910 )

( 5,329,866 )

Foreign Currency Translation, Adjustments

2 unchanged sentences

$ ( 2,923,363 )

( 17,002,893 )

( 5,291,544 )

See accompanying notes to the unaudited condensed

16 unchanged sentences

( 101,323,774 )

Stock Issued Pursuant to Warrants Exercised

Shares Issued Pursuant to LPC Purchase Agreement

Stock-Based Compensation

Shares issued for fully vested RSUs

Restricted shares converted to shares for services rendered

( 6,582,941 )

Currency Translations

December 31, 2021

$ 273,539,732

$ ( 107,906,715 )

$ 165,619,463

Common Shares

6 unchanged sentences

Stock-Based Compensation

Issuance of Commitment Shares Related to LPC Purchase Agreemen

Issuance of Commitment Shares Related to LPC Purchase Agreement

( 2,396,570 )

Foreign Currency Translation Adjustment

Currency Translations

September 30, 2020

( 66,584,768 )

Stock Issued Pursuant to Warrants Exercised

Contingent Shares Issued Pursuant to Acquisition Agreement

Stock-based Compensation

( 2,933,296 )

Currency Translations

December 31, 2020

$ 231,457,324

$ ( 69,518,064 )

$ 161,940,842

See accompanying notes to the unaudited condensed

3 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH

For the Three Months Ended

September 30,

Six Months Ended

$ ( 16,994,910 )

$ ( 5,329,866 )

ADJUSTMENTS TO RECONCILE NET LOSS TO NET CASH USED IN OPERATING ACTIVITIES:

Depreciation and amortization

Change in contingent consideration liability

Stock based compensation expense

TO RECONCILE NET LOSS TO NET CASH USED IN OPERATING ACTIVITIES:

and amortization

in contingent consideration liability

based compensation expense

Right-of-use assets

Amortization of discount of notes payable

CHANGES IN OPERATING ASSETS AND

Other receivables

of discount of notes payable

IN OPERATING ASSETS AND LIABILITIES:

Prepaid expenses/deposits

Accounts payable

Accrued expenses

Other current liabilities

Operating lease liabilities

NET CASH USED IN OPERATING ACTIVITIES

current liabilities

lease liabilities

CASH USED IN OPERATING ACTIVITIES

( 9,897,151 )

( 5,251,828 )

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of property and equipment

NET CASH USED IN INVESTING ACTIVITIES

CASH FLOWS FROM FINANCING ACTIVITIES:

NET CASH PROVIDED BY(USED IN) FINANCING ACTIVITIES

Effect of exchange rates on cash

NET CHANGE IN CASH

FLOWS FROM INVESTING ACTIVITIES:

of property and equipment

CASH USED IN INVESTING ACTIVITIES

FLOWS FROM FINANCING ACTIVITIES:

Proceeds from exercise

of finance agreement

from LPC equity agreement

CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES

of exchange rates on cash

CHANGE IN CASH

( 6,956,503 )

( 5,271,311 )

CASH, BEGINNING OF PERIOD

CASH, END OF PERIOD

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during the quarter end for:

BEGINNING OF PERIOD

END OF PERIOD

DISCLOSURES OF CASH FLOW INFORMATION

paid during the quarter end for:

SUPPLEMENTAL DISCLOSURES

OF NON-CASH INVESTING AND FINANCING ACTIVITIES

Contingent Shares issued pursuant

to Acquisition Agreement

Finance agreement entered into in exchange

for prepaid assets

See accompanying notes to the unaudited condensed

1 unchanged sentence

ENOCHIAN BIOSCIENCES INC.

AND SUBSIDIARY

AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED

15 unchanged sentences

include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows

at September 30, 2021 and 2020 and for the periods then ended have been made.

at December 31, 2021 and 2020 and for the periods then ended have been made.

Certain information and footnote disclosures normally

2 unchanged sentences

The accompanying unaudited

condensed financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s

June 30, 2021 audited financial statements.

The results of operations for the periods ended September 30, 2021 and 2020 are not

necessarily indicative of the operating results for the full year.

condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included

in the Company’s June 30, 2021, audited financial statements.

The results of operations for the periods ended December 31,

2021 and 2020 are not necessarily indicative of the operating results for the full year.

Consolidation - For

the three months ended September 30, 2021 and 2020, the consolidated financial statements include the accounts and operations of

the Registrant and its subsidiaries.

All material inter-company transactions and accounts have been eliminated in the consolidation.

the three and six months ended December 31, 2021 and 2020, the condensed consolidated financial statements include the accounts

and operations of the Registrant and its subsidiaries.

All material inter-company transactions and accounts have been eliminated

in the consolidation.

Accounting Estimates

32 unchanged sentences

dollars at the period-end exchange rates and all revenue and expenses are translated into U.S.

at the average exchange rates prevailing during the periods ended September 30, 2021, and September 30, 2020.

Translation gains

and losses are deferred and accumulated as a component of other comprehensive income in stockholders’ equity.

gains and losses that arise from exchange rate fluctuations from transactions denominated in a currency other than the functional

currency are included in the statement of operations as incurred.

at the average exchange rates prevailing during the periods ended December 31, 2021 and 2020.

Translation gains and losses are

deferred and accumulated as a component of other comprehensive income in stockholders’ equity.

Transaction gains and losses

that arise from exchange rate fluctuations from transactions denominated in a currency other than the functional currency are included

in the statement of operations as incurred.

ENOCHIAN BIOSCIENCES INC.

6 unchanged sentences

The Company had balances held in financial institutions in Denmark and in the United States in excess of federally

insured amounts at September 30, 2021 and June 30, 2021 of $ 15,086,062 and $ 20,287,212 , respectively.

insured amounts at December 31, 2021 and June 30, 2021 of $ 13,423,820 and $ 20,287,212 , respectively.

Property and Equipment

23 unchanged sentences

License agreement costs represent the fair value of the license agreement

on the date acquired and are tested annually for impairment.

The fair value analysis performed on the license agreements, and the

fair value analysis performed on goodwill supported that both indefinite life intangible assets are not impaired as of June 30,

2021 (see Note 4.)

on the date acquired and are tested annually for impairment, as well as whever events or changes in circumstances indicate the

carrying value may not be recoverable.

The fair value analysis performed on the license agreements, and the fair value analysis

performed on goodwill supported that both indefinite life intangible assets are not impaired as of June 30, 2021 (see Note 4.)

Goodwill —Goodwill

11 unchanged sentences

The carrying value of in-process research and development (“IPR&D”)

and goodwill at September 30, 2021, were $ 154,824,000 and $ 11,640,000 , respectively.

and goodwill at December 31, 2021, were $ 154,824,000 and $ 11,640,000 , respectively.

For indefinite-lived intangible assets, such

3 unchanged sentences

agreement, and the annual fair value analysis performed on goodwill supported that both indefinite life intangible assets are not

impaired as of June 30, 2021, and no impairment is deemed necessary as of September 30, 2021 (see Note 4.)

impaired as of June 30, 2021, and no impairment is deemed necessary as of December 31, 2021 (see Note 4.)

ENOCHIAN BIOSCIENCES INC.

33 unchanged sentences

leases is recognized on a straight-line basis, unless the operating lease right of use assets have been impaired, over the reasonably

assured lease term based on the total lease payments and is included in operating expense in the condensed consolidated statement

assured lease term based on the total lease payments and is included in operating expense in the condensed consolidated statements

of operations.

12 unchanged sentences

Research and development

expenses for the three months ended September 30, 2021 and 2020 amounted to $ 3,006,243 and $ 1,050,376 , respectively.

expenses for the three and six months ended December 31, 2021, amounted to $ 2,144,085 and $ 5,150,328 , respectively.

development expenses for the three and six months ended December 31, 2020, amounted to $ 1,334,468 , and $ 2,384,844 , respectively

Income Taxes —

8 unchanged sentences

options that have been granted but have not been exercised.

Because of the net loss for the three months ended September 30, 2021

Because of the net loss for the three and six months ended December

31, 2021 and 2020, the dilutive shares for both periods were excluded from the Diluted EPS calculation as the effect of these potential

1 unchanged sentence

The Company had 7,125,894 and 4,072,275 potential shares of Common Stock excluded from

the Diluted EPS calculation as of September 30, 2021 and September 30, 2020, respectively.

the Diluted EPS calculation as of December 31, 2021 and December 31, 2020, respectively.

ENOCHIAN BIOSCIENCES INC.

25 unchanged sentences

period, which is generally the vesting period.

Stock based compensation costs for the vesting of options and RSUs granted to officers,

board members, employees, and consultants for the three months ended September 30, 2021, and September 30, 2020 were $ 2,727,975

and $ 326,156 , respectively (see Note 7.)

Stock based compensation costs for the vesting of options and RSUs granted for the

three and six months ended December 31, 2021, were $ 2,043,292 and $ 4,771,267 , respectively.

Stock-based compensation costs for

the vesting of the options and RSUs granted for the three and six months ended December 31, 2020 were $ 359,391 and $ 668,482 , respectively.

(see Note 7.)

Recently Adopted Accounting

21 unchanged sentences

There were no Level 1, 2

or 3 assets, nor any Level 1 or 2 liabilities as of September 30, 2021.

or 3 assets, nor any Level 1 or 2 liabilities as of December 31, 2021.

Level 3 liabilities held

as of September 30, 2021 consisted of a contingent consideration liability related to the February 16, 2018 acquisition of Enochian

as of December 31, 2021 consisted of a contingent consideration liability related to the February 16, 2018 acquisition of Enochian

Biopharma Inc.

5 unchanged sentences

of acquisition and is subsequently remeasured to fair value at the end of each reporting period.

At September 30, 2021, 1,350,000

At December 31, 2021, there were

1,250,000 contingent shares were issuable in connection with the Acquisition of Enochian Biopharma.

4 unchanged sentences

The key inputs to valuing

the contingent consideration liability on the date of acquisition and as of September 30, 2021, include the Company’s stock

price on the valuation date of $ 6.73 ;

the exercise price of the warrants of $ 1.30 , the risk-free rate of 0.07 % the expected volatility

of the Company’s Common Stock of 80.7 %, the digital call rate of 97 %, and the 1,350,000 contingent shares remaining at the

end of the period.

Fair Value measurements are highly sensitive to changes in these inputs and significant changes in these inputs

could result in a significantly higher or lower fair value.

the contingent consideration liability as of December 31, 2021, include the Company’s stock price on the valuation date of

the exercise price of the warrants of $ 1.30 , the risk-free rate of 0.20 % the expected volatility of the Company’s

Common Stock of 88.4 %, the digital call rate of 99 %, and the 1,250,000 contingent shares remaining at the end of the period.

Value measurements are highly sensitive to changes in these inputs and significant changes in these inputs could result in a significantly

higher or lower fair value.

Unless otherwise disclosed,

3 unchanged sentences

The following table sets

forth the Level 3 liability at September 30, 2021, which is recorded on the balance sheet at fair value on a recurring basis.

required, these are classified based on the lowest level of input that is significant to the fair value measurement:

forth the Level 3 liability at December 31, 2021, which is recorded on the balance sheet at fair value on a recurring basis.

required, this liability is classified based on the lowest level of input that is significant to the fair value measurement:

Summary of significant to the fair value measurement

5 unchanged sentences

Observable Inputs

Significant Other Unobservable

Significant Other Unobservable Inputs

The roll forward of the contingent consideration liability is as follows:

2 unchanged sentences

Fair value adjustment

Contingent Consideration Liability at September 30, 2021

Contingent Consideration Liability at December 31, 2021

ENOCHIAN BIOSCIENCES INC.

3 unchanged sentences

Summary of property and equipment

September 30, 2021

December 31, 2021

June 30, 2021

5 unchanged sentences

Depreciation expense amounted

to $ 27,806 , and $ 26,545 for the three months ended September 30, 2021 and 2020, respectively.

to $ 27,990 , and $ 55,796 for the three and six months ended December 31, 2021 respectively, and $ 26,813 and $ 53,358 for the three

and six months ended December 31, 2020.

NOTE 4 — INTANGIBLE ASSETS

At September 30, 2021 and

At December 31, 2021 and

June 30, 2021, definite-life intangible assets, net of accumulated amortization, consisted of patents on the Company’s products

2 unchanged sentences

of application.

Amortization expense for the three months ended September 30, 2021 and September 30, 2020 was $ 3,927 and $ 3,913 ,

respectively.

At September 30, 2021 and

2020, indefinite life intangibles assets consisted of a license agreement classified In-Process Research and Development (“IPR&D”)

Amortization expense for the three and six months ended December 31, 2021, was $ 3,814 and $ 7,741 , respectively.

Amortization expense for the three and six months ended December 31, 2020 was $ 3,947 and $ 7,859 , respectively.

At December 31, 2021 and

2020, indefinite life intangibles assets consisted of a license agreement classified as In-Process Research and Development (“IPR&D”)

intangible assets, which are not amortizable until the intangible asset provides economic benefit, and goodwill.

At September 30, 2021 and

At December 31, 2021 and

June 30, 2021, definite and indefinite-life intangible assets consisted of the following:

2 unchanged sentences

Effect of Currency Translation

September 30,

December 31 ,

Definite Life Intangible Assets

24 unchanged sentences

The results of the quantitative assessment supported Management’s conclusion that an impairment adjustment

was not required as of June 30, 2021, and no impairment is deemed necessary as of September 30, 2021.

was not required as of June 30, 2021, and no impairment is deemed necessary as of December 31, 2021.

ENOCHIAN BIOSCIENCES INC.

9 unchanged sentences

On June 19, 2018, the Registrant

entered into a Lease Agreement for a term of ten years from September 1, 2018 with Century City Medical Plaza Land Co., Inc., pursuant

to which the Company agreed to lease approximately 2,453 rentable square feet.

On February 20, 2019, the Registrant entered into

an Addendum to the original Lease Agreement with an effective date of December 1, 2019, where it expanded the lease area to include

another 1,101 square feet for a total rentable 3,554 square feet.

entered into a Lease Agreement for a term of ten years from September 1, 2018, with Century City Medical Plaza Land Co., Inc.,

pursuant to which the Company agreed to lease approximately 2,453 rentable square feet.

On February 20, 2019, the Registrant entered

into an Addendum to the original Lease Agreement with an effective date of December 1, 2019, where it expanded the lease area to

include another 1,101 square feet for a total rentable 3,554 square feet.

The base rent increases by 3% each year, and ranges from

$17,770 per month for the first year to $23,186 per month for the tenth year.

The equalized monthly lease payment for the term of the lease

The Company was entitled to $148,168 in contributions toward tenant improvements.

The equalized monthly lease payment for the term

of the lease is $20,050 .

The Company identified and

5 unchanged sentences

12 months and 68 months.

As of September 30, 2021, the weighted-average remaining term is 5.46 years.

As of December 31, 2021, the weighted-average remaining term is 5.28 years.

Incremental borrowing

5 unchanged sentences

borrowing on a collateralized basis over a similar term in an amount equal to the lease payments in a similar economic environment.

As of September 30, 2021, the weighted-average discount rate is 4.00 %.

As of December 31, 2021, the weighted-average discount rate is 4.01 %.

Lease and non-lease

7 unchanged sentences

Lease expense charged to

general and administrative expenses for the three months ended September 30, 2021 and 2020, amounted to $ 84,083 and $ 89,684 , respectively.

general and administrative expenses for the three and six months ended December 31, 2021, amounted to $ 84,113 and $ 168,196 , respectively.

Lease expense charged to general and administrative expenses for the three and six months ended December 31, 2020 amounted

to $ 88,690 and $ 178,374 , respectively.

Below are the lease commitments

27 unchanged sentences

The Convertible Notes

balance as of September 30, 2021 and 2020 was $ 1,200,000 .

As of September 30, 2021 and 2020, the Company recorded accrued interest

balance as of December 31, 2021 and 2020 was $ 1,200,000 .

As of December 31, 2021 and 2020, the Company recorded accrued interest

in the amount of $ 24,181 , which is included in accrued expenses for each period.

For the three months ended September 30, 2021 and

2020, the interest expense related to the Convertible Notes amounted to $ 18,272 and $ 18,334 , respectively.

For the three and six months ended December 31,

2021 and 2020, the interest expense related to the Convertible Notes amounted to $ 18,181 and $ 36,453 , respectively.

Note Payable — On March 30, 2020

21 unchanged sentences

of $ 298,178 .

For the three months ended September 30, 2021 and 2020, discount amortization of $ 74,274 and $ 73,978 was charged to

interest expense.

The Unsecured Note balance, net of discount at September 30, 2021 was $ 4,653,388 .

Finance Agreement — On December

For the three and six months ended December 31, 2021, respectively, discount amortization of $ 74,274 and $ 148,548

was charged to interest expense.

For the three and six months ended December 31, 2020, discount amortization of $ 73,979 and $ 147,958 ,

respectively was charged to interest expense.

The Unsecured Note balance, net of discount at December 31, 2021 was $ 4,727,662 ,

and is reflected in current liabilities

Finance Agreement — On November

30, 2021, the Company entered into a premium finance agreement (the “Agreement”) with a principal amount of $ 666,875

1 unchanged sentence

The repayment of the Agreement will be made in nine equal monthly installments of $ 56,469 .

30, 2021, the premium finance agreement has been paid in full.

For the three months ended

September 30, 2021, the Company recorded total interest expense in the amount of $ 1,267 .

For the three and six months

ended December 31, 2021, the Company recorded total interest expense in the amount of $ 927 .

This amount is reflected in other income

and expenses.

Total interest expense

recorded for the three months ended September 30, 2021 and 2020, was $ 93,813 and $ 92,313 , respectively.

Total interest expense recorded

for the three and six months ended December 31, 2021, was $ 93,382 and $ 183,121 , respectively.

Interest expense recorded for the

three and six months ended December 31, 2020, $ 93,426 and $ 185,739 , respectively.

ENOCHIAN BIOSCIENCES INC.

4 unchanged sentences

Company has 10,000,000 authorized shares of Preferred Stock, par value $ 0.0001 per share.

At September 30, 2021, and June 30, 2021,

At December 31, 2021 and June 30, 2021,

there were zero shares issued and outstanding.

1 unchanged sentence

Company has 100,000,000 authorized shares of Common Stock, par value $ 0.0001 per share.

At September 30, 2021, and June 30, 2021,

there were 52,219,661 shares issued and outstanding.

At December 31, 2021 and June 30, 2021,

there were 52,633,267 and 52,219,661 shares issued and outstanding, respectively

Voting — Holders

31 unchanged sentences

into the Purchase Agreement, we issued 139,567 shares of Common Stock to Lincoln Park as a commitment fee on July 21, 2020.

During the three months

ended September 30, 2021 and 2020, we did not sell any shares of Common Stock to Lincoln Park under the Purchase Agreement.

ENOCHIAN BIOSCIENCES

During the three and six

months ended December 31, 2021, we issued 277,340 shares of Common Stock to Lincoln Park under the Purchase Agreement for a purchase

price of $ 3,048,339 .

ENOCHIAN BIOSCIENCES INC.

AND SUBSIDIARIES

1 unchanged sentence

NOTE 7 — STOCKHOLDERS’ EQUITY

Private Placement

Pursuant to a private placement

offering, the Company issued 1,275,719 shares of Common Stock resulting in proceeds of $ 5,000,800 .

The Company effected the issuances

of the shares of Common Stock from March 15, 2021 to June 9, 2021.

The private placement was made directly by the Company.

No underwriter

or placement agent was engaged by the Company for this private placement.

Purchase Agreement Pursuant to

Registered Direct Offering

On June 14, 2021, the Company

and certain institutional investors entered into a securities purchase agreement (the “Registered Direct Purchase Agreement”),

pursuant to which the Company agreed to sell to such investors an aggregate of 3,866,668 shares of Common Stock, in a registered

direct offering, for gross proceeds of approximately $29 million (the “Financing”).

The purchase price for each share

of Common Stock was $7.50.

Pursuant to the Registered Direct Purchase Agreement, the Company agreed not to issue or enter into

any agreement to issue Common Stock from June 14, 2021 until ninety (90) days after the closing of the Financing.

& Co., LLC acted as the exclusive placement agent (the “Placement Agent”.) The Financing closed on June 16, 2021.

The Company agreed to pay

the Placement Agent an aggregate fee equal to 7.0% of the gross proceeds raised in the Financing.

The Company also agreed to pay

the Placement Agent certain expenses.

The Company paid $ 2,090,000 in commissions and incurred offering expenses, and issuance costs

of $ 66,011 , resulting in net proceeds of $ 26,843,998 in connection with the Financing.

Common Stock Issuances

— In the three months ended September 30, 2021, there were no Common Stock issuances.

In the three months ended September

30, 2020, there were no Common Stock issuances outside of the 139,567 shares of Common Stock issued to Lincoln Park as a commitment

— In the three and six months ended December 31, 2021, there were 413,606 shares of Common Stock issued, respectively.

In the three and six months ended December 31, 2020, there were 126,244 and 265,811 shares of Common Stock issued, respectively.

Acquisition of Enochian

5 unchanged sentences

shares pro rata upon the exercise or conversion of warrants, which were outstanding at closing.

At September 30, 2021, 1,350,000

At December 31, 2021, 1,250,000

contingent shares are issuable in connection with the Acquisition of Enochian Biopharma.

Acquisition of Enochian

Denmark — At September 30, 2021 and June 30, 2021, the Company maintained a reserve of 17,414 shares of Common

Stock of the Registrant held in escrow according to Danish law (the “Escrow Shares”), respectively, all of which are

reflected as issued and outstanding in the accompanying financial statements.

The Escrow Shares are reserved to acquire the shares

of Enochian Denmark held by non-consenting shareholders of Enochian Denmark on both September 30, 2021 and June 30, 2021, in accordance

with Section 70 of the Danish Companies Act and the Articles of Association of DanDrit Denmark.

There have been 167,639 shares

of Common Stock issued to non-consenting shareholders of Enochian Denmark as of September 30, 2021.

During the three months ended

September 30, 2021, the Company issued zero shares of Common Stock to such non-consenting shareholders of Enochian Denmark.

Denmark — At December 31, 2021 and June 30, 2021, the Company maintained a reserve of 17,414 shares of Common

Stock of the Registrant held in escrow according to Danish law (the “Escrow Shares”), , all of which are reflected

as issued and outstanding in the accompanying financial statements.

The Escrow Shares are reserved to acquire the shares of Enochian

Denmark held by non-consenting shareholders of Enochian Denmark on both December 31, 2021 and June 30, 2021, in accordance with

Section 70 of the Danish Companies Act and the Articles of Association of DanDrit Denmark.

There have been 167,639 shares of Common

Stock issued to non-consenting shareholders of Enochian Denmark as of December 31, 2021.

During the three and six months ended

December 31, 2021, the Company issued zero shares of Common Stock to such non-consenting shareholders of Enochian Denmark.

is no impact on outstanding shares as these shares are reflected as issued and outstanding.

ENOCHIAN BIOSCIENCES

ENOCHIAN BIOSCIENCES INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 7 — STOCKHOLDERS’ EQUITY

NOTE 7 — STOCKHOLDERS’ EQUITY (Continued)

Stock-based Compensation

12 unchanged sentences

Dividend yield

The Company recognized stock-based

compensation expense related to the options of $ 2,727,975 and $ 316,950 for the three months ended September 30, 2021 and 2020,

The Company recognized stock-based compensation expense related

to the options of $ 2,043,292 and $ 4,771,267 for the three and six months ended December 31, 2021, respectively.

The Company recognized

stock-based compensation expense related to the options of $ 359,391 and $ 668,482 for the three and six months ended December 31,

2020, respectively.

At September 30, 2021, the Company had approximately $ 9,102,698 of unrecognized compensation cost related to non-vested

At December 31, 2021, the Company had approximately $ 8,571,250 of unrecognized compensation cost related to

non-vested options.

On February 6, 2014, the

Board adopted the Company’s 2014 Equity Incentive Plan (the “Plan”), and the Company had reserved 1,206,000 shares

of Common Stock for issuance in accordance with the terms of the Plan.

Board adopted the Company’s 2014 Equity Incentive Plan (the “2014 Plan”), and the Company had reserved 1,206,000

shares of Common Stock for issuance in accordance with the terms of the 2014 Plan.

On October 30, 2019, the

8 unchanged sentences

this amount along with the new 6,000,000 shares totals 6,655,769 shares of

Common Stock available to grant immediately after the effective date of the 2019 Plan.

Common Stock were available to grant immediately after the effective date of the 2019 Plan.

Pursuant to the 2019 Plan,

the Company granted options to purchase 3,009,300 shares to employees with a 3 three-year vesting period during the quarter ended

September 30, 2021.

For the year ended September 30, 2020, the Company did not grant options to employees with a three-year vesting

period under the 2019 Plan.

Options are exercisable at the market price of the Company’s Common Stock on the date of the

During the quarters ended

September 30, 2021, and 2020 the Company granted options to purchase 26,735 and 24,196 shares, respectively, to the Board of Directors

and Scientific Advisory Board Members with a one-year vesting period.

Options are exercisable at the market price of the Company’s

Common Stock on the date of the grant.

the Company granted options to purchase 120,900

and 3,130,200

shares of Common Stock to employees with a 3

three-year vesting period during the three and six months ended December 31, 2021, respectively.

For the three and six months ended

December 31, 2020, the Company granted options to purchase 9,201

shares of Common Stock to employees with a 3 three-year vesting period.

Options are exercisable at the market price of the

Company’s Common Stock on the date of the grant.

During the three and six

months ended December 31, 2021, the Company granted options to purchase 36,727 and 63,462 shares of Common stock, respectively,

to the Board of Directors and Scientific Advisory Board Members with a one-year vesting period.

For the three and six months ended

December 31, 2020, the Company granted annual options to purchase 63,435 and 87,631 shares of Common Stock, respectively to members

of the Board of Directors and Scientific Advisory Board with a one-year vesting period.

Options are exercisable at the market price

of the Company’s Common Stock on the date of the grant.

The Company issued options

to purchase 21,979 shares with immediate vesting and issued options to purchase 24,500 shares with a one-year vesting period for

consulting services during the three months ended September 30, 2021.

to purchase 21,979 shares of Common Stock with immediate vesting, issued options to purchase 17,500 shares of Common Stock with

a one-year vesting period, and issued options to purchase 60,000 shares of Common Stock with a three-year vesting period for consulting

services during the three and six months ended December 31, 2021.

To date the Company has

5 unchanged sentences

A summary of the status

of the Plan Options and Grant Warrants outstanding at September 30, 2021 is presented below:

Summary of stock options outstanding

of the Plan Options outstanding at December 31, 2021 is presented below:

Summary of stock option activity

Options Outstanding

8 unchanged sentences

A summary of the status

of the Plan Options at September 30, 2021 and changes since July 1, 2021 are presented below:

of the Plan Options at December 31, 2021 and changes since July 1, 2021 are presented below:

Summary of stock option activity

5 unchanged sentences

Exercisable end of period

At September 30, 2021, the

At December 31, 2021, the

Company had 1,209,730 exercisable Plan Options outstanding.

The total intrinsic value of options exercisable at September 30, 2021

The total intrinsic value of options exercisable at December 31, 2021,

was $ 1,352,948 .

Intrinsic value is measured using the fair market value at the date of exercise (for shares exercised) or at September

Intrinsic value is measured using the fair market value at the date of exercise (for shares exercised) or at December

31, 2021 (for outstanding options), less the applicable exercise price.

1 unchanged sentence

A summary of the warrants

outstanding at September 30, 2021, are presented below:

outstanding at December 31, 2021, are presented below:

Summary of common stock purchase warrants outstanding

21 unchanged sentences

Restricted Stock Units (RSUs)

The Company recognized stock-based

compensation expense related to RSUs of $ 2,991 for the three months ended September 30, 2021.

At September 30, 2020, the Company

had approximately $ 3,218 of unrecognized compensation cost related to restricted stock units.

The Company recognized stock-based compensation

expense related to RSUs of $ 255,340 and $ 258,331 for the three and six months ended December 31, 2021, respectively.

recognized stock-based compensation expense related to the RSUs of $ 7,860 and $ 17,066 for the three and six months ended December

31, 2020, respectively.

A summary of the status of Restricted Stock Units

outstanding at September 30, 2021 is presented below:

outstanding at December 31, 2021 is presented below:

Summary of restricted stock units outstanding

25 unchanged sentences

certain members of Weird Science.

For the three months ended September 30, 2021 and 2020, $ 75,000 and 50,000 , was charged to research

For the three and six months ended December 31, 2021, $ 75,000 and $ 150,000 , was charged to research

and development expenses in our Condensed Consolidated Statements of Operations related to this consulting agreement, respectively.

For the three and six months ended December 31, 2020, $ 75,000 and 125,000 , was charged to research and development expenses in

our Condensed Consolidated Statements of Operations related to this consulting agreement, respectively.

On January 31, 2020, the

11 unchanged sentences

to complete the project, as well as periodic payments for materials and equipment needed to complete the project.

During the three

months ended September 30, 2021 and 2020, the Company paid a total of $ 433,500 and $ 833,500 , respectively for scientific staffing

For the three

and six months ended December 31, 2021, the Company paid a total of $ 433,500 and $ 867,000 , respectively for scientific staffing

resources, R&D and IND Enabling studies.

During the three months ended September 30, 2021, the Company paid a $ 1,500,000 for

the milestone completion of a Pre-Investigational New Drug (IND) process following receipt of written comments in accordance with

the HBV License Agreement.

During the three and six months ended December 31, 2021, respectively the Company

paid zero and a $ 1,500,000 for the milestone completion of a Pre-Investigational New Drug (IND) process following receipt of written

comments in accordance with the HBV License Agreement.

On April 18, 2021, the Company

4 unchanged sentences

and Treatment”).

ENOCHIAN BIOSCIENCES INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The License Agreement was

12 unchanged sentences

to G-Tech on any net sales that may occur under the License Agreement.

As of September 30, 2021, the Company paid $ 75,000 related

to the Prevention and Treatment research.

For the three and six months ended December 31, 2021, the

Company paid $ 75,000 and $ 150,000 , respectively, related to the Prevention and Treatment research.

G-Tech is controlled by

2 unchanged sentences

Shares held for non-consenting

shareholders – The 17,414 remaining shares of Common Stock have been reflected as issued and outstanding in

the accompanying financial statements.

There were zero shares of Common Stock issued to such non-consenting shareholders

during the three months ended September 31, 2021 (see Note 7.)

shareholders – The 17,414 remaining shares of Common Stock related to the Acquisition of Enochian Denmark

have been reflected as issued and outstanding in the accompanying financial statements.

There were zero shares of Common Stock

issued to such non-consenting shareholders during the three and six months ended December 31, 2021 (see Note 7.)

Service Agreements

– As of July 1, 2021, Dr.

Mark Dybul became the Company’s full-time CEO and is now compensated as an

employee of the Company.

As a result, his previous Executive Vice Chair appointment and agreement were terminated effective immediately.

The Company has a consulting agreement for services of a Senior Medical Advisor for $210,000 per year on a part-time basis.

– The Company has a consulting agreement for services of a Senior Medical Advisor for up to $ 210,000 per year on a

part-time basis.

Contingencies –

The Company is from time to time involved in routine legal and administrative proceedings and claims of various types.

proceedings or claim contains an element of uncertainty, management does not expect a material impact on our results of operations

proceeding or claim contains an element of uncertainty, management does not expect a material impact on our results of operations

or financial position from such proceedings or claims.

ENOCHIAN BIOSCIENCES INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 9 — RELATED PARTY TRANSACTIONS

The Company paid G-Tech $ 2,218,500 and $ 883,500 ,which included payments

for consulting agreements related to HIV, contractual costs related to the HBV License Agreement, Flu-Cov License Agreement (See

Note 8), and security expenses, for the three months ended September 30, 2021 and September 20, 2020, respectively.

The Company paid G-Tech

$ 718,500 and $ 3,537,000 , which included payments for consulting agreements related to HIV, contractual costs related to the HBV

License and the Development License (See Note 8), and security expenses, for the three and six months ended December 31, 2021,

respectively.

NOTE 10 — SUBSEQUENT EVENTS

In accordance with ASC 855-10,

the Company performed a review of levents subsequent to the balance sheet date and through the date of this report, and determined

the Company performed a review of events subsequent to the balance sheet date and through the date of this report and determined

that there were no such events requiring recognition or disclosure.

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