What changed in this filing

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Item 1. Financial Statements

2021-12-14 compared with 2021-09-14 · 564 added, 450 removed, 473 unchanged (68% of the section changed)

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PHARMACYTE BIOTECH, INC.

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS

Current assets:

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33,333,334 shares, $ 0.0001 par value;

1,611,671 and 1,590,084 shares issued and outstanding as of July 31, 2021 and April 30, 2021, respectively

20,715,804 and 1,590,084 shares issued and outstanding as of October 31, 2021, and April 30, 2021, respectively

Additional paid-in capital

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PHARMACYTE BIOTECH, INC.

CONDENSED CONSOLIDATED STATEMENTS

OF OPERATIONS

Three Months Ended July 31,

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended

Six Months Ended

Operating expenses:

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( 1,004,843 )

Other expense:

( 2,028,194 )

( 1,831,191 )

Other expenses:

Interest income

Interest expense

Other expense

Total other expenses

Total other income (expenses)

$ ( 979,746 )

$ ( 950,192 )

$ ( 2,005,164 )

$ ( 1,834,136 )

Basic and diluted loss per share

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PHARMACYTE BIOTECH, INC.

CONDENSED CONSOLIDATED STATEMENTS

OF COMPREHENSIVE LOSS

Three Months Ended July 31,

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE

Three Months Ended

Six Months Ended

$ ( 979,746 )

$ ( 950,192 )

$ ( 2,005,164 )

$ ( 1,834,136 )

Other comprehensive income (loss):

Foreign currency translation adjustment

Foreign currency translation

Other comprehensive income (loss)

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$ ( 947,340 )

$ ( 2,003,873 )

$ ( 1,834,311 )

See accompanying Notes to Condensed Consolidated

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PHARMACYTE BIOTECH, INC.

CONDENSED CONSOLIDATED STATEMENT

OF STOCKHOLDERS' EQUITY

THREE MONTHS ENDED JULY 31, 2021 AND 2020

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS'

SIX MONTHS ENDED OCTOBER 31, 2021, AND 2020

Comprehensive

Stockholders’

April 30, 2021

Balance, April 30, 2021

$ 114,109,169

$ ( 107,409,495 )

issued for compensation

issued for services

issued fractions shares -reverse stock split 1 for 1,500

compensation options

currency translation adjustment

Stock issued for compensation

Stock issued for services

Stock issued fractions shares -reverse stock split 1 for 1,500

Stock-based compensation options

Foreign currency translation adjustment

( 1,025,418 )

July 31, 2021

Balance, July 31, 2021

( 108,434,913 )

Stock issued for compensation

Stock issued for services

Stock issued for cash, net of issuance costs of $ 8,362,137

Stock issued fractions shares -reverse stock split 1 for 1,500

Stock-based compensation options

Issuance of pre-funded warrants

Foreign currency translation adjustment

Balance, October 31, 2021

$ 201,555,275

April 30, 2020

$ ( 109,414,659 )

Balance, April 30, 2020

$ 108,968,817

issued for compensation

issued for services

issued for cash, net of issuance costs of $ 194,150

compensation options

currency translation adjustment

July 31, 2020

$ ( 103,858,259 )

Stock issued for compensation

Stock issued for services

Stock issued for cash, net of issuance costs of $ 194,150

Stock-based compensation options

Foreign currency translation adjustment

Balance, July 31, 2020

( 104,742,203 )

Stock issued for compensation

Stock issued for services

Stock issued for cash, net of issuance costs of $ 278,150

Stock-based compensation options

Foreign currency translation adjustment

Balance, October 31, 2020

$ 113,990,642

$ ( 105,692,395 )

See accompanying Notes to Condensed Consolidated

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PHARMACYTE BIOTECH, INC.

CONDENSED CONSOLIDATED STATEMENTS

OF CASH FLOWS

Three Months Ended July 31,

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended October 31,

Cash flows from operating activities:

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(Increase) decrease in prepaid expenses and other current assets

Increase (decrease) in accounts payable

Increase in other assets

Decrease in accounts payable

Decrease in accrued expenses

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( 2,626,834 )

( 1,801,453 )

Cash flows from investing activities:

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Use of funds for payment of insurance financing loan

Proceeds from the issuance of pre-funded warrants

Proceeds from sale of common stock, net of issuance costs

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Effect of currency rate exchange on cash

Net increase (decrease) in cash

( 1,242,836 )

Net increase in cash

Cash at beginning of the period

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Cash paid during the periods for income taxes

Cash paid during the periods for interest

Supplemental information of non-cash activities:

Prepaid expenses included in accounts payable

Cash paid during the periods for interest expense

See accompanying Notes to Condensed Consolidated

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PHARMACYTE BIOTECH, INC.

NOTES TO CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 – NATURE OF BUSINESS

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The Cell-in-a-Box ® technology is intended

to be used as a platform upon which therapies for several types of cancer, including locally advanced, inoperable, non-metastatic pancreatic

cancer (“LAPC”) will be developed.

to be used as a platform upon which therapies for several types of cancer, including locally advanced, inoperable pancreatic cancer (“LAPC”)

will be developed.

The current generation of the Company’s product candidate is referred to as “CypCaps™”.

On September 1, 2020, the Company submitted an Investigational New Drug Application (“IND”) to the U.S.

September 1, 2020, the Company submitted an Investigational New Drug Application (“IND”) to the U.S.

Food and Drug Administration

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also in the process of conducting these studies and assays and gathering additional information to submit to the FDA.

See “Our Investigational

See “The Investigational

New Drug Application and the Clinical Hold” below.

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They are protected from environmental challenges,

such as the sheer forces associated with bioreactors and passage through catheters and needles, which we believe enables greater growth

and production.

such as the sheer forces associated with bioreactors and passage through catheters and needles, which the Company believes enables greater

cell growth and production of the active molecules.

The capsules are largely composed of cellulose (cotton) and are bio inert.

The Company is developing therapies for pancreatic

and other solid cancerous tumors by using genetically engineered live human cells that we believe are capable of converting a cancer prodrug

into its cancer-killing form.

The Company encapsulate those cells using the Cell-in-a-Box ® technology and place those capsules

in the body as close as possible to the tumor.

In this way, the Company believes that when a cancer prodrug is administered to a patient

with a particular type of cancer that may be affected by the prodrug, the killing of the patient’s cancerous tumor may be optimized.

and other solid cancerous tumors by using genetically engineered live human cells that it believes are capable of converting a cancer

prodrug into its cancer-killing form.

The Company encapsulates those cells using the Cell-in-a-Box ® technology and places

those capsules in the body as close as possible to the tumor.

In this way, the Company believes that when a cancer prodrug is administered

to a patient with a particular type of cancer that may be affected by the prodrug, the killing of the patient’s cancerous tumor

may be optimized.

In addition, the Company has been exploring ways

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causing swelling of the abdomen, severe breathing difficulties and extreme pain.

On November 30, 2021, the Company announced the commencement

of a pre-clinical study to determine if the treatment the Company uses for LAPC can also delay the rate of production and accumulation

of malignant ascites.

The Company has also been developing a potential

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The Company has also been considering ways to

exploit the benefits of the Cell-in-a-Box ® technology to develop therapies for cancer that involve prodrugs based

upon certain constituents of the Cannabis plant (“Cannabis Program”);

these constituents are of the class

of compounds known as “cannabinoids”.

exploit the benefits of the Cell-in-a-Box ® technology to develop therapies for cancer that involve prodrugs based upon

certain constituents of the Cannabis plant (“Cannabis Program”);

these constituents are of the class of compounds

known as “cannabinoids”.

(i) the FDA allows the Company to commence

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the Cannabis Program.

Clinical Hold

On September 1, 2020, the Company submitted an

IND to the FDA for a planned Phase 2b clinical trial in LAPC.

Shortly thereafter, the Company received Information Requests from the FDA

related to the IND.

The Investigational New Drug Application and the Clinical Hold

On September 1, 2020, the

Company submitted an IND to the FDA for a planned Phase 2b clinical trial in LAPC.

Shortly thereafter, the Company received Information

Requests from the FDA related to the IND.

The Company timely responded to all Information Requests.

On October 1, 2020, the Company received notice

that the FDA had placed the IND on clinical hold.

On October 30, 2020, the FDA sent a letter to

the Company setting forth the reasons for the clinical hold and specific guidance on what the Company must do to have the clinical hold

In order to lift the clinical hold, the FDA has

informed the Company that it needs to conduct several additional preclinical studies.

The FDA also requested additional information

regarding several topics, including sequencing data, manufacturing information and product release specifications.

In addition, the FDA requested that several items

not related to the clinical hold be addressed through the submission of an IND amendment.

Specifically, the FDA requested that the Company

perform qualification studies for the drug substance filling step to ensure that the product remains sterile and stable during the filling

The FDA also requested additional information, discussion and clarification on several other topics.

Since October 30, 2020, there has been no further

communication with the FDA regarding the clinical hold.

The Company has assembled a scientific team to

address the FDA requests related to the clinical hold.

That team is working through an extensive list of items that the FDA requested.

Among other things, the Company has successfully completed a 9-month product stability study, commenced physical parameter testing for

CypCaps™ and commenced additional studies for the sequence of DNA encoding of its encapsulated cells.

The Company has also designed

the biocompatibility tests for cytotoxicity, sensitization, irritation, acute systemic toxicity, material-mediated pyrogenicity, subacute/subchronic

toxicity, genotoxicity and implantation.

In addition, the Company has begun a compression and swelling study of CypCaps™, designed

a study to determine if CypCaps™ are adversely affected by contrast medium and designed a study to show the catheters used to implant

CypCaps™ do not adversely impact the encapsulated cells.

On October 1, 2020, the Company

received notice that the FDA had placed the Company’s IND on clinical hold.

On October 30, 2020, the FDA

sent a letter to the Company setting forth the reasons for the clinical hold and providing specific guidance on what the Company must

do to have the clinical hold lifted.

In order to address the clinical hold, the FDA

has requested that the Company:

Provide additional sequencing data and genetic stability studies;

Conduct a stability study on the final formulated drug product candidate as well as the cells from its Master Cell Bank;

Evaluate the compatibility of the delivery devices (the prefilled syringe and the microcatheter used to implant the CypCaps ™ ) with the Company’s drug product candidate;

Provide additional detailed description of the manufacturing process of the Company’s drug product candidate;

Provide additional product release specifications for the Company’s encapsulated cells;

Demonstrate comparability between the 1 st and 2 nd generation products and ensure adequate and consistent product performance and safety between the two generations of the Company’s drug product candidate:

Conduct a biocompatibility assessment using the final finished capsules after the entire drug product candidate manufacturing process (but without cells);

Address insufficiencies in Chemistry, Manufacturing and Controls information in the cross-referenced Drug Master File;

Conduct an additional nonclinical study in a large animal (such as a pig) to assess the safety, activity, and distribution of the drug product candidate;

Revise the Investigators Brochure to include any additional preclinical studies conducted in response to the clinical hold and remove any statements not supported by the data.

The FDA also requested that the Company

address the following issues as an amendment to the IND:

Provide a Certificate of Analysis for pc3/2B1 plasmid that includes tests for assessing purity, safety, and potency;

Perform qualification studies for the drug substance filling step to ensure that the drug product candidate remains sterile and stable during the filling process;

Submit an updated batch analysis for the drug product candidate for the specific lot that will be used for manufacturing all future drug product candidate;

Provide additional details for the methodology for the Resorufin (CYP2B1) potency and the PrestoBlue cell metabolic assays;

Provide a few examples of common microcatheters that fit the specifications in the Company’s Angiography Procedure Manual;

Clarify the language in the Pharmacy Manual regarding proper use of the syringe fill with the drug product candidate;

Provide a discussion with data for trial of the potential for cellular and humoral immune reactivity against the heterologous rat CYP2B1 protein and potential for induction of autoimmune-mediated toxicities in our study population in the LAPC.

The Company assembled a scientific

and regulatory team of experts to address the FDA requests.

That team is working to complete the items requested by the FDA.

is in varying stages of addressing the studies and acquiring the information requested by the FDA.

The following provides a summary

of the activities in which the Company is engaged to have the clinical hold lifted:

The Company completed a 3, 6, 9, 12 and 18-month product stability study of our clinical trial product (CypCaps™), including container closure integrity testing for certain timepoints.

The next time point in this ongoing study will be at 24 months of product stability.

The Company is involved in various additional studies required by the FDA.

These include (i) a stability study on the cells from its Master Cell Bank (“MCB”) used to make the CypCaps™, which are already at the 3-year stability timepoint;

(ii) further sequence analysis of the DNA encoding of the Cyp2B1 gene in the cells in the CypCaps™;

and (iii) collated existing information on the reproducibility and quality of the filling of the MCB cells into vials ready for CypCaps™ manufacturing.

The Company is also involved in a (i) Subchronic and Chronic Toxicity study (ii) a Skin Sensitization study;

(iii) an Acute Systematic Toxicity study;

(iv) an Ames test (Genotoxicity Bacteria and Reverse Mutation tests);

(v) an Intracutaneous test;

(vi) a Complement Activation test;

(vii) a Hemolysis test;

and (viii) an In Vitro Cytotoxicity test.

Some of the data being generated by these studies will also be used to demonstrate comparability with the CypCaps™ that were used in the two earlier German clinical trials over twenty years ago conducted by Bavarian Nordic.

To enable the biocompatibility studies to be performed, the Company had Austrianova manufacture and deliver an additional 400 syringes of empty capsules.

The Company has commenced studies to show that CypCaps™ are not in any way adversely affected by the catheters used by interventional radiologists to deliver them, nor by the contract media used to visualize the blood vessels during implantation of the CypCaps™.

The Company has commenced studies to demonstrate how robust the CypCaps™ are during delivery and use as well as to document that the syringes used to deliver the CypCaps™ will allow delivery consistently, smoothly, and safely.

With the Company’s support, Austrianova is providing additional detailed confidential information to the FDA on the manufacturing process, including information on the improvements made to the live cell encapsulated product since the last clinical trials with respect to reproducibility and safety of the CypCaps™.

The Company plans to update its IND submission documents to include:

(i) more pre-clinical data as discussed above, (ii) some additional parameters for release of the CypCaps™, (iii) a recommendation of the catheters and contrast medium to be used to deliver the CypCaps™;

and (iv) an extensive discussion of the potential for cellular and humoral immune reactivity against the heterologous rat CYP2B1 protein and potential for induction of autoimmune-mediated toxicities in our study population in the LAPC.

The Company has designed an abbreviated study in pigs to address biocompatibility and long-term implantation of the capsules.

This animal study will complement the data already available from the previous human clinical trials conducted by Bavarian Nordic showing the safety of CypCaps™ implantation for up to two years in humans.

The Company has completed a complement activation study.

The study results demonstrated that the capsule material the Company uses does not activate a major line of the human body’s innate defense – the complement system.

Another positive result from a completed biocompatibility showed that the empty capsule material is “non-hemolytic.”

Finally, the Company completed a biocompatibility study which showed that the empty capsule material is not “mutagenic.”

Impact of the COVID-19 Pandemic on the Company’s Operations

The coronavirus SARS-Cov2 pandemic (“COVID-19”)

is causing significant, industry-wide delays in clinical trials.

Although the Company is not yet in a clinical trial, the Company has

filed an IND with the FDA to commence a clinical trial in LAPC.

While the IND has been placed on clinical hold by the FDA, the Company

has assessed the impact of COVID-19 on its operations.

Currently, many clinical trials are being delayed due to COVID-19.

There are numerous

reasons for these delays.

For example, patients have shown a reluctance to enroll or continue in a clinical trial due to fear of exposure

to COVID-19 when they are in a hospital or doctor’s office.

There are local, regional and state-wide orders and regulations restricting

usual normal activity by people.

These discourage and interfere with patient visits to a doctor’s office if the visit is not COVID-19

Healthcare providers and health systems are shifting their resources away from clinical trials toward the care of COVID-19 patients.

The FDA and other healthcare providers are making product candidates for the treatment of COVID-19 a priority over product candidates

unrelated to COVID-19.

As of the date of the accompanying condensed consolidated financial statements and related footnotes on Form 10-Q

(“Report”), the COVID-19 pandemic has had an impact upon the Company’s operations, although the Company believes that

impact is not material.

The impact primarily relates to delays in tasks associated with the preparation of the Company’s responses

to the clinical hold, including all requested preclinical studies.

There may be further delays in generating responses to the requests

from the FDA related to the clinical hold.

As a result of the COVID-19 pandemic, commencement

of the Company’s planned clinical trial to treat LAPC may be delayed beyond the lifting of the clinical hold should that occur.

The coronavirus SARS-Cov2

pandemic (“COVID-19”) is causing significant, industry-wide delays in clinical trials.

Although the Company is not yet in

a clinical trial, the Company has filed an IND with the FDA to commence a clinical trial in LAPC.

While the IND has been placed on clinical

hold by the FDA, the Company has assessed the impact of COVID-19 on its operations.

Currently, many clinical trials are being delayed

due to COVID-19.

There are numerous reasons for these delays.

For example, patients have shown a reluctance to enroll or continue in a

clinical trial due to fear of exposure to COVID-19 when they are in a hospital or doctor’s office.

There are local, regional, and

state-wide orders and regulations restricting usual normal activity by people.

These discourage and interfere with patient visits to a

doctor’s office if the visit is not COVID-19 related.

Healthcare providers and health systems are shifting their resources away

from clinical trials toward the care of COVID-19 patients.

The FDA and other healthcare providers are making product candidates for the

treatment of COVID-19 a priority over product candidates unrelated to COVID-19.

As of the date of this Report on Form 10-Q (“Report”),

the COVID-19 pandemic has had an impact upon the Company’s operations, although the Company believe that impact is not material.

The impact primarily relates to delays in tasks associated with the preparation of the Company’s responses to the clinical hold,

including all requested preclinical studies.

There may be further delays in generating responses to the requests from the FDA related

to the clinical hold.

As a result of the COVID-19

pandemic, commencement of the Company’s planned clinical trial to treat LAPC may be delayed beyond the lifting of the clinical hold

by the FDA should that occur.

Also, enrollment may be difficult for the reasons discussed above.

In addition, after enrollment in the trial, if patients contract COVID-19

during their participation in the trial or are subject to isolation or shelter in place restrictions, this may cause them to drop out

of our clinical trial, miss scheduled therapy appointments or follow-up visits or otherwise fail to follow the clinical trial protocol.

If patients are unable to follow the clinical trial protocol or if the trial results are otherwise affected by the consequences of the

COVID-19 pandemic on patient participation or actions taken to mitigate COVID-19 spread, the integrity of data from the clinical trial

may be compromised or not be accepted by the FDA.

This could further adversely impact or delay the Company’s clinical development

It is highly speculative in projecting the effects

of COVID-19 on the Company’s clinical development program and the Company generally.

The effects of COVID-19 quickly and dramatically

change over time.

Its evolution is difficult to predict, and no one is able to say with certainty when the pandemic will subside.

Company Background

In addition, after enrollment in the

trial, if a patient contracts COVID-19 during his or her participation in the trial or is subject to isolation or shelter in place restrictions,

this may cause him or her to drop out of our clinical trial, miss scheduled therapy appointments or follow-up visits or otherwise fail

to follow the clinical trial protocol.

If a patient is unable to follow the clinical trial protocol or if the trial results are otherwise

affected by the consequences of the COVID-19 pandemic on patient participation or actions taken to mitigate COVID-19 spread, the integrity

of data from the clinical trial may be compromised or not be accepted by the FDA.

This could further adversely impact or delay the Company’s

clinical development program if the FDA allows it to proceed.

It is highly speculative in

projecting the effects of COVID-19 on the Company’s proposed clinical development program and the Company generally.

of COVID-19 may quickly and dramatically change over time.

Its evolution is difficult to predict, and no one is able to say with certainty

when the pandemic will subside.

Company Operations

The Company is a Nevada corporation incorporated

In 2013, the Company restructured its operations to focus on biotechnology.

The restructuring resulted in the Company focusing

all its efforts upon the development of a novel, effective and safe way to treat cancer and diabetes.

In January 2015, the Company changed

its name from Nuvilex, Inc.

In 2013, the Company restructured its operations from being a nutraceutical company to being a biotechnology company.

The restructuring

resulted in the Company focusing all its efforts upon the development of a novel, effective and safe way to treat cancer and diabetes.

In January 2015, the Company changed its name from Nuvilex, Inc.

to PharmaCyte Biotech, Inc.

to reflect the nature of its current business.

Increase in Authorized Shares and Reverse Stock

In October 2021, the Company moved its office to Las Vegas, Nevada.

Increase in Authorized Shares

On July 2, 2021, pursuant to stockholder approval

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to its Articles of Incorporation, as amended, to increase the number of authorized shares to fifty billion ten million (50,010,000,000)

shares, of which fifty billion (50,000,000,000) shares, with a par value of $0.0001 per share are designated as common stock and of which

ten million (10,000,000) shares, with a par value of $0.0001 per share, are designated as preferred stock.

, of which fifty billion (50,000,000,000) shares, with a par value of $0.0001 per share are designated as common stock and of which ten

million (10,000,000) shares, with a par value of $0.0001 per share, are designated as preferred stock.

The reverse stock split described

below reduced the number of authorized shares to thirty-three million three hundred thirty-three thousand three hundred thirty-four (33,333,334).

See Reverse Stock Split.

Nasdaq Listing

The Company’s common stock began trading

on Nasdaq on August 10, 2021, under the symbol “PMCB.” Prior to that, the Company’s common stock was quoted on the OTCQB

Market under the symbol “PMCB.” Following the reverse stock split (discussed below) of the Company’s common stock on

July 12, 2021, and until August 6, 2021, the OTCQB Market Symbol for the Company’s common stock had temporarily been “PMCBD.”

Reverse Stock Split

Effective July 12, 2021, pursuant to the approval

by the Board of Directors, the Company filed with the Secretary of State of Nevada a Certificate of Change to the Articles of Incorporation,

to effect a 1-for-1,500 reverse stock split

by the Company’s Board of Directors (“Board”), the Company filed with the Secretary of State of Nevada a Certificate

of Change to the Articles of Incorporation, to cause a 1-for-1,500 reverse stock split of the Company’s common stock.

stock split decreased the number of authorized shares of common stock from fifty billion ( 50,000,000,000 ) shares to thirty-three million

three hundred thirty-three thousand three hundred thirty-four ( 33,333,334 ) shares, with a par value of $ 0.0001 per share.

Any fractional

shares resulting from the reverse stock split were rounded up to the next whole share.

Except as otherwise indicated, all share and per

share information in the accompanying consolidated financial statements and related footnotes gives effect to the reverse stock split

of the Company’s common stock.

The reverse stock split decreased the number of authorized

shares of common stock from fifty billion ( 50,000,000,000 ) shares to thirty-three million three hundred thirty-three thousand three hundred

thirty-four ( 33,333,334 ) shares, with a par value of $ 0.0001 per share.

Any fractional shares resulting from the reverse stock split were rounded

up to the next whole share.

Except as otherwise indicated, all share and per share information

in the accompanying consolidated financial statements and related footnotes gives effect to the reverse stock split of the Company’s common stock.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING

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and (iv) Viridis Biotech, Inc.

and are prepared in accordance with U.S.

GAAP and the rules and regulations of the Commission.

and are prepared in accordance with generally accepted accounting principles in the United States (“U.S.

GAAP”) and the rules

and regulations of the United States Securities and Exchange Commission (“Commission”).

Upon consolidation, intercompany balances

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The Company’s intangible assets are licensing

agreements related to the Cell-in-a-Box ® technology for $ 1,549,427 and diabetes license for $ 2,000,000 for an aggregate

agreements related to the Cell-in-a-Box ® technology for $ 1,549,427 and a diabetes license for $ 2,000,000 for an aggregate

total of $ 3,549,427 .

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The Company concluded that there was no impairment

of the carrying value of the intangible assets for the three months ended July 31, 2021 and 2020, respectively.

of the carrying value of the intangible assets for the six months ended October 31, 2021, and 2020, respectively.

Impairment of Long-Lived Assets

The Company evaluates long-lived assets for

impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be fully recoverable.

the estimated future cash flows (undiscounted and without interest charges) from the use of an asset are less than carrying value, a

write-down would be recorded to reduce the related asset to its estimated fair value.

No impairment was identified or recorded for

three months ended July 31, 2021 and 2020.

The Company evaluates long-lived assets for impairment

whenever events or changes in circumstances indicate that the carrying value of an asset may not be fully recoverable.

If the estimated

future cash flows (undiscounted and without interest charges) from the use of an asset are less than carrying value, a write-down would

be recorded to reduce the related asset to its estimated fair value.

No impairment was identified or recorded for six months ended October

31, 2021, and 2020.

Fair Value of Financial Instruments

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On March 27, 2020, Congress enacted the Coronavirus

Aid, Relief and Economic Security ("CARES") Act to provide certain relief as a result of the Coronavirus Disease 2019 outbreak.

The Company maintains a full valuation allowance on its U.S.

net deferred tax assets.

Deferred tax asset remeasurement (tax expense) was

offset by a net decrease in valuation allowance, that resulted in no impact on the Company's income tax expense.

Therefore, the Company

does not expect the provisions in the CARES Act will impact the Company’s consolidated financial statements.

Aid, Relief and Economic Security Act (“CARES Act”) to provide certain relief as a result of the Coronavirus Disease 2019

The Company maintains a full valuation allowance on its United States (“U.S”) net deferred tax assets.

tax asset remeasurement (tax expense) was offset by a net decrease in valuation allowance, that resulted in no impact on the Company's

income tax expense.

Therefore, the Company does not expect the provisions in the CARES Act will impact the Company’s consolidated

financial statements.

On March 11, 2021, Congress enacted the American

Rescue Plan Act of 2021.

The Company does not expect the provisions of this act will impact the Company’s consolidated financial

Rescue Plan Act of 2021 (“Act”).

The Company does not expect the provisions of this Act will impact the Company’s consolidated

financial statements.

Research and Development

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Technology developed for use in the Company’s product candidates is expensed as incurred until technological feasibility has been

R&D expenses for the three months ended

July 31, 2021 and 2020 were $ 143,613 and $ 270,574 , respectively.

R&D expenses for the three months ended October

31, 2021, and 2020 were $ 135,220 and $ 151,314 , respectively, and for the six months ended October 31, 2021, and 2020 were $ 278,833 and

$ 421,888 , respectively.

Stock-Based Compensation

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Deposit Insurance Corporation up to $250,000.

Uninsured balances aggregated approximately $ 679,000 at July 31, 2021 and $ 1,921,000 at

April 30, 2021.

Uninsured balances aggregated approximately $ 86,658,000 as of October 31, 2021, and $ 1,921,000

as of April 30, 2021.

The Company has not experienced any losses in such accounts.

Management believes it is not exposed to any significant

credit risk on cash.

See Note 13 – Subsequent Events.

Foreign Currency Translation

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currency transactions are recognized as incurred.

As of July 31, 2021, the Company has an

accumulated deficit of $ 108,434,913

and incurred a net loss for the period ended July 31, 2021 of $ 1,025,418 .

The Company requires substantial additional capital to finance its planned business operations and expects to incur operating losses

in future periods due to the expenses related to the Company’s core businesses.

The Company has not realized any revenue since

it commenced doing business in the biotechnology sector, and there can be no assurance that it will be successful in generating

revenues in the future in this sector.

The Company has spent and expects to continue to spend, a substantial amount of funds in

connection with implementing its business strategy.

On August 9, 2021, the Company entered into an

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of underwriting discounts, commissions and estimated offering expenses.

See Note 13- Subsequent Events.

On August 19, 2021, the Company entered into a

securities purchase agreement (“Purchase Agreement”) with certain institutional investors (“Purchasers”) pursuant

to which the Company agreed to sell in a registered direct offering (“Registered Direct Offering”), shares of the Company’s

common stock and pre-funded warrants to purchase shares of common stock.

Further, pursuant to the Purchase Agreement, in a concurrent

private placement (together with the Registered Direct Offering, “Second Offering”), the Company also agreed to issue to the

Purchasers unregistered warrants (“Series A Warrants”) to purchase shares of common stock.

The Company received gross proceeds

from the Second Offering, before deducting placement agent fees and other estimated offering expenses payable by the Company, of approximately

$ 70 million.

See Note 13- Subsequent Events.

The Company believes the cash on hand at July

31, 2021 and the proceeds from the First and Second offerings and warrant exercises provide sufficient capital to meet the Company’s

capital requirements through at least one year from the issuance date of these condensed consolidated financial statements.

As of September 13, 2021, the Company had cash

on hand of approximately $ 88 million.

securities purchase agreement (“Securities Purchase Agreement”) with certain institutional investors (“Purchasers”)

pursuant to which the Company agreed to sell in a registered direct offering (“Registered Direct Offering”), shares of the

Company’s common stock and pre-funded warrants to purchase shares of common stock.

Further, pursuant to the Securities Purchase

Agreement, in a concurrent private placement (together with the Registered Direct Offering, “Second Offering”), the Company

also agreed to issue to the Purchasers unregistered warrants (“Series A Warrants”) to purchase shares of common stock.

Company received gross proceeds from the Second Offering, before deducting placement agent fees and other estimated offering expenses

payable by the Company, of approximately $ 70 million.

On November 17, 2021, the Company’s Registration Statement on Form S-3 registering

the resale of the common stock underlying the Series A Warrants was declared effective by the Commission (see Note 13 – Subsequent

Deferred Offering Costs

The Company complies with the requirements of

FASB ASC 340-10-S99-1 and SEC Staff Accounting Bulletin Topic 5A — “Expenses of Offering.” Offering costs were $ 8,362,137

(including $ 7,116,445 in underwriters' fees and $ 108,979 in selling concessions), consisting principally of costs incurred in connection

with formation and preparation for the Public Offerings.

These costs, together with the underwriters’ discount were charged to additional

paid in capital upon closing of the Public Offerings on August 9 and 19, 2021.

Recent Accounting Pronouncements

2016-13, Financial Instruments - Credit

Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), was issued in June 2016.

ASU 2016-13, existing guidance on reporting credit losses for trade and other receivables and available for sale debt securities will

be replaced with a new forward-looking “expected loss” model that generally will result in the earlier recognition of allowances

The Company’s adoption of ASU 2016-13 during the quarter ended July 31, 2020 did not result in an impact on the Company’s

condensed consolidated financial statements.

As part of the Company’s continuing assessment of the adequacy of ASU 2016-13, there

are no factors to be considered at this time since the Company does not have an allowance for credit losses.

Accounting Standards Update (“ASU”)

2016-13, Financial Instruments - Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments (“ASU

2016-13”), was issued in June 2016.

Under ASU 2016-13, existing guidance on reporting credit losses for trade and other receivables

and available for sale debt securities will be replaced with a new forward-looking “expected loss” model that generally will

result in the earlier recognition of allowances for losses.

The Company’s adoption of ASU 2016-13 during the period ended October

31, 2020, did not result in an impact on the Company’s condensed consolidated financial statements.

As part of the Company’s

continuing assessment of the adequacy of ASU 2016-13, there are no factors to be considered at this time since the Company does not have

an allowance for credit losses.

2019-12, Simplifying the Accounting

2 unchanged sentences

by eliminating certain exceptions and implementing additional requirements which result in a more consistent application of ASC 740.

Company’s adoption of ASU 2019-12 during the quarter ended July 31, 2021 did not result in an impact on the Company’s condensed

Company’s adoption of ASU 2019-12 during the period ended October 31, 2021, did not result in an impact on the Company’s condensed

consolidated financial statements.

11 unchanged sentences

NOTE 3 – ACCRUED EXPENSES

Accrued expenses at July 31, 2021 and April 30,

Accrued expenses as of October 31, 2021, and April

30, 2021, are summarized below:

Accrued expenses

July 31, 2021

Schedule of accrued expenses

October 31, 2021

April 30, 2021

1 unchanged sentence

Director and Officer insurance

The Company financed the Director and Officer

insurance policy.

The term of the policy is from March 8, 2021 through September 8, 2021 .

The financing agreement has an interest rate

of 4.85 % per annum and requires eight monthly payments of $ 12,829 .

The unpaid balances as of July 31, 2021 and April 30, 2021 of $ 12,786

and $ 50,805 , respectively, are included in accrued expenses.

The Director and Officer insurance policy for

the policy term of September 8, 2021, through September 8, 2022, was paid in full on August 8, 2021.

The Company financed the Director

and Officer insurance policy for the policy term of March 8, 2021, through September 8, 2021.

The financing agreement had an interest

rate of 4.85 % per annum and required eight monthly payments of $ 12,829 .

The unpaid balances as of October 31, 2021, and April 30, 2021,

of $ 0 and $ 50,805 , respectively, are included in accrued expenses.

NOTE 4 – SMALL BUSINESS ADMINISTRATION

– PAYCHECK PROTECTION PROGRAM

On March 27, 2020, the Coronavirus Aid, Relief,

and Economic Security Act (the “CARES Act”) was enacted to provide financial aid to family and businesses impacted by the

COVID-19 pandemic.

The Company participated in the CARES Act, and on April 15, 2020, the Company entered into a note payable with

a bank under the Small Business Administration (“SBA”), Paycheck Protection Program (“PPP”) in the amount of $ 75,200 .

This PPP loan matured on April 15, 2022 with a fixed interest rate of 1 % per annum with interest deferred for six months.

had an initial term of two years, was unsecured and guaranteed by the SBA.

Under the terms of the PPP loan, the Company may apply for

forgiveness of the amount due on the PPP loan.

The Company used the proceeds from the PPP loan for qualifying expenses as defined in the

The Company applied for forgiveness of the PPP loan in accordance with the terms of the CARES Act.

The SBA issued a notice of PPP

loan forgiveness with an effective date of April 28, 2021, forgiving the entire principal of $ 75,200 and the accrued interest of $ 779 .

The Company recognized the forgiveness of the PPP loan and accrued interest as Gain on forgiveness of Paycheck Protection Program loan

in the fiscal year ended April 30, 2021.

On March 27, 2020, the CARES Act was enacted to

provide financial aid to family and businesses impacted by the COVID-19 pandemic.

The Company participated in the CARES Act, and

on April 15, 2020, the Company entered into a note payable with a bank under the Small Business Administration (“SBA”), Paycheck

Protection Program (“PPP”) in the amount of $ 75,200 .

This PPP loan will mature on April 15, 2022 , with a fixed interest rate

of 1 % per annum with interest deferred for six months.

The PPP loan has an initial term of two years, is unsecured and guaranteed by the

The Company used the proceeds from the PPP loan

for qualifying expenses as defined in the PPP.

The Company also applied for forgiveness of the PPP loan in accordance with the terms of

the CARES Act.

The SBA issued a notice of PPP loan forgiveness with an effective date of April 28, 2021, forgiving the entire principal

of $ 75,200 and the accrued interest of $ 779 .

The Company recognized the forgiveness of the PPP loan and accrued interest as Gain on forgiveness

of Paycheck Protection Program loan in the fiscal year ended April 30, 2021.

NOTE 5 – COMMON STOCK TRANSACTIONS

A summary of the Company’s

compensatory stock activity and related weighted average grant date fair value information for the three months ended July 31, 2021

and 2020 is as follows:

During the year ended April 30, 2020, four

non-employee members of the Board were issued 1,333 shares of common stock pursuant to their respective Director Letter Agreement

(“DLAs”) and relating to their services for the prior year.

A summary of the Company’s compensatory

stock activity and related weighted average grant date fair value information for the three and six months ended October 31, 2021, and

2020 is as follows:

During the year ended April 30, 2020, four non-employee

members of the Board were issued 1,333 shares of common stock pursuant to their Director Letter Agreements (“DLAs”) and relating

to their services for the prior year.

The shares were fully vested upon issuance.

recorded a non-cash expense of $ 0 and $ 7,356 for the three months ended July 31, 2021 and 2020, respectively.

There were zero

0 unvested shares of common stock remaining related to these DLAs as of July 31, 2021 and 2020, respectively.

In January 2020, the Company awarded 4,400

shares of common stock to the executive officers of the Company as part of their compensation agreements for 2020.

These shares vest

monthly over a twelve-month period and are subject to them continuing service under the agreements.

During the three months ended

July 31, 2021 and 2020, the Company recorded a non-cash compensation expense in the amount of $ 0 and $ 67,320 , respectively.

were zero 0 and 1,833 unvested shares as of July 31, 2021 and 2020, respectively.

three months ended July 31, 2020, three non-employee members of the Board were issued 1,000

shares of common stock pursuant to their DLAs in respect of their service during that year.

The shares were fully vested upon

The Company recorded a non-cash expense of $ 3,371

for the three months ended July 31, 2021 and 2020, respectively.

There were zero 0 unvested shares remaining related to such DLAs as

of July 31, 2021.

During the three months ended July 31, 2020,

four consultants were issued 667

shares of common stock pursuant to their consulting agreements with the Company.

The shares vest monthly over a twelve-month period

and are subject to the consultants continuing to provide services under their consulting agreements.

The Company recorded a non-cash

consulting expense in the amount of $ 0

for the three months ended July 31, 2021 and 2020, respectively.

There were zero 0 and 500 unvested shares remaining related to

these consulting agreements as of July 31, 2021 and 2020, respectively.

In September 2020, a consultant was issued 333 shares

of common stock in respect of his services as the Chairman of the Company’s Medical and Scientific Advisory Board with vesting

subject to the consultant continuing to provide services to the Company.

The Company recorded a non-cash consulting expense in the

amount of $ 2,125

for the three months ended July 31, 2021 and 2020, respectively.

There were zero 0 unvested shares remaining related to his

compensation arrangement as of July 31, 2021.

In January 2021, the Company awarded 4,400

shares of common stock to the executive officers of the Company as part of their compensation agreements for 2021.

These shares vest

monthly over a twelve-month period and are subject to the executive officers continuing to provide service under their compensation

During the three months ended July 31, 2021, the Company recorded a non-cash compensation expense in the amount of

There were 1,833 unvested shares as of July 31, 2021.

During the three months ended July 31, 2021,

three non-employee members of the Board were issued 1,002 shares of common stock pursuant to their DLAs in respect of their service

The Company recorded a non-cash expense of $ 0 and $ 3,205

for the three months ended October 31, 2021, and 2020, respectively, and $ 0 and $ 10,561 for the six months ended October 31, 2021, and

2020, respectively.

There were 0 zero unvested shares of common stock remaining related to these DLAs as of October 31, 2021, and 2020.

In January 2020, the Company awarded 4,400 shares

of common stock to the executive officers of the Company as part of their compensation agreements for 2020.

These shares vest monthly

over a twelve-month period and are subject to the executive officers continuing service under their respective employment agreement with

During the three months ended October 31, 2021, and 2020, respectively, the Company recorded a non-cash compensation expense

in the amount of $ 0 and $ 67,320 , respectively, and $ 0 and $ 134,640 for the six months ended October 31, 2021, and 2020, respectively.

There were 0 zero and 733 unvested shares as of October 31, 2021, and 2020, respectively.

During the six months ended October 31, 2020,

the four independent directors on the Board were issued 1,334 shares of common stock pursuant to their DLAs in respect of their service

during that year.

The shares were fully vested upon issuance.

The Company recorded a non-cash expense of $ 4,885 for the three months

ended July 31, 2021.

There were zero 0 unvested shares remaining related to such DLAs as of July 31, 2021.

During the three months ended July 31, 2021,

The Company recorded a non-cash expense of $ 971 and $ 9,419 for the three

months ended October 31, 2021, and 2020, respectively, and $ 4,342 and $ 16,448 for the six months ended October 31, 2021, and 2020, respectively.

There were 0 zero unvested shares remaining related to such DLAs as of October 31, 2021, and 2020.

During the six months ended October 31, 2020,

four consultants were issued 667 shares of common stock pursuant to their consulting agreements with the Company.

The shares vest monthly

over a twelve-month period and are subject to the consultants continuing to provide services under their consulting agreements.

recorded a non-cash consulting expense in the amount of $ 0 and $ 5,409 for the three months ended October 31, 2021, and 2020, respectively,

and $ 0 and $ 9,608 for the six months ended October 31, 2021, and 2020, respectively.

There were zero and 333 unvested shares remaining

related to these consulting agreements as of October 31, 2021, and 2020, respectively.

In September 2020, a consultant was issued 333

shares of common stock in respect of his services as the Chairman of the Company’s Medical and Scientific Advisory Board with vesting

subject to the consultant continuing to provide services to the Company.

The Company recorded a non-cash consulting expense in the amount

of $ 1,417 and $ 708 for the three months ended October 31, 2021, and 2020, respectively and $ 3,542 and $ 708 for the six months ended October

31, 2021, and 2020, respectively.

There were 0 zero unvested shares remaining related to his compensation arrangement as of October 31,

In January 2021, the Company awarded 4,400 shares

of common stock to the executive officers of the Company as part of their compensation agreements for 2021.

These shares vest monthly

over a twelve-month period and are subject to the executive officers continuing to provide service under their compensation agreements.

During the three and six months ended October 31, 2021, the Company recorded a non-cash compensation expense in the amount of $ 11,055

and $ 22,110 , respectively.

There were 733 unvested shares as of October 31, 2021.

During the six months ended October 31, 2021,

four non-employee members of the Board were issued 1,336 shares of common stock pursuant to their DLAs in respect of their service during

The shares were fully vested upon issuance.

The Company recorded a non-cash expense of $ 5,851 and $ 10,736 for the three and

six months ended October 31, 2021, respectively.

There were zero unvested shares remaining related to such DLAs as of October 31, 2021.

During the six months ended October 31, 2021,

two consultants were issued 334 shares of common stock pursuant to their consulting agreements with the Company.

The shares vest

monthly over a twelve-month period and are subject to the consultants continuing to provide services under their consulting

The Company recorded a non-cash consulting expense in the amount of $ 1,620 for the three months ended July 31, 2021.

There were 251 unvested shares remaining related to these consulting agreements as of July 31, 2021.

The shares vest monthly

over a twelve-month period and are subject to the consultants continuing to provide services under their consulting agreements.

recorded a non-cash consulting expense in the amount of $ 2,442 and $ 4,062 for the three and six months ended October 31, 2021, respectively.

There were 167 unvested shares remaining related to these consulting agreements as of October 31, 2021.

In September 2021, a consultant was issued 334

shares of common stock in respect of his services as the Chairman of the Company’s Medical and Scientific Advisory Board with vesting

subject to the consultant continuing to provide services to the Company.

The Company recorded a non-cash consulting expense in the amount

of $ 88 and $ 88 for the three and six months ended October 31, 2021, respectively.

There were zero unvested shares remaining related to

his compensation arrangement as of October 31, 2021.

All shares were issued without registration under

the Securities Act in reliance upon the exemption afforded by Section 4(a)(2) of the Securities Act.

On September 28, 2017, a S-3 registration

statement was declared effective by the Commission for the Company to sell from time to time in one or more public offerings of up

to $50 million of its securities on a “shelf offering” basis.

During the three months ended July 31, 2021 and 2020, the

Company sold and issued approximately 0

and 156,000 shares

of common stock, respectively, at prices ranging from approximately $15 to $45 per share.

Net of underwriting discounts, legal,

accounting and other offering expenses, the Company received proceeds of approximately $ 0

million from the sale of these shares for the three months ended July 31, 2021 and 2020, respectively.

On April 9, 2021, the Third

S-3 (“Third S-3”) was declared effective by the Commission for a public offering of up to $100 million on a “shelf

offering” basis.

On September 28, 2017, an S-3 Registration Statement

(“Second S-3”) was declared effective by the Commission for the Company to sell from time to time in one or more public offerings

of up to $50 million of its securities on a “shelf offering” basis.

During the six months ended October 31, 2020, the Company

sold and issued approximately 462,000 shares of common stock, at prices ranging from approximately $15 to $45 per share.

Net of underwriting

discounts, legal, accounting, and other offering expenses, the Company received proceeds of approximately $ 4.7 million from the sale of

these shares for the six months ended October 31, 2020.

On April 9, 2021, the Third S-3 (“Third S-3”) was declared effective

by the Commission for a public offering of up to $100 million on a “shelf offering” basis.

During the six months ended October

31, 2021, the Company sold and issued approximately 19.1 million shares of common stock, at prices ranging from $4.25 to $5.00 per share.

Net of underwriting discounts, legal, accounting, and other offering expenses, the Company received approximately $87.4 million from the

sale of these shares and the exercise of approximately 2.5 million warrant shares for the six months ended October 31, 2021.

A summary of the Company’s non-vested restricted

stock activity and related weighted average grant date fair value information for the three months ended July 31, 2021 are as follows:

stock activity and related weighted average grant date fair value information for the six months ended October 31, 2021, are as follows:

Schedule of non-vested restricted stock activity

Unvested, at April 30, 2021

Unvested, at July 31, 2021

Unvested, on April 30, 2021

Unvested, on October 31, 2021

NOTE 6 – STOCK OPTIONS AND WARRANTS

Stock Options

As of July 31, 2021, the Company had 42,333 outstanding

stock options to its directors and officers (collectively, “Employee Options”) and consultants (“Non-Employee Options”).

During the three months ended July 31, 2021

As of October 31, 2021, the Company had 42,667

outstanding stock options to its directors and officers (collectively, “Employee Options”) and consultants (“Non-Employee

During the six months ended October 31, 2021,

and 2020, the Company granted 1,334 and 1,333 Employee Options, respectively.

1 unchanged sentence

date of grant was estimated using the Black-Scholes-Merton option-pricing model, based on the following weighted average assumptions:

Three Months Ended July 31,

Assumptions for options

Six Months Ended October 31,

Risk-free interest rate

Expected volatility

Expected lives (years)

Expected term (years)

Expected dividend yield

The Company’s computation of expected

volatility is based on the historical daily volatility of its publicly traded stock.

For stock option grants issued during the three

months ended July 31, 2021 and 2020, the Company used a calculated volatility for each grant.

The Company lacks adequate information

about the exercise behavior now and has determined the expected term assumption under the simplified method provided for under ASC

718, which averages the contractual term of the Company’s stock options of five years with the average vesting term of two and

one-half years for an average of three years.

The dividend yield assumption of zero is based upon the fact the Company has never

paid cash dividends and presently has no intention of paying cash dividends.

The risk-free interest rate used for each grant is

equal to the U.S.

Treasury rates in effect at the time of the grant for instruments with a similar expected life.

During the three months ended July 31, 2021

and 2020, the Company granted no Non-Employee Options.

The Company’s computation of expected volatility

is based on the historical daily volatility of its publicly traded stock.

For stock option grants issued during the six months ended October

31, 2021, and 2020, the Company used a calculated volatility for each grant.

The Company lacks adequate information about the exercise

behavior now and has determined the expected term assumption under the simplified method provided for under ASC 718, which averages the

contractual term of the Company’s stock options of five years with the average vesting term of two and one-half years for an average

of three years.

The dividend yield assumption of zero is based upon the fact the Company has never paid cash dividends and presently has

no intention of paying cash dividends.

The risk-free interest rate used for each grant is equal to the U.S.

Treasury rates in effect at

the time of the grant for instruments with a similar expected life.

A summary of the Company’s stock option

activity and related information for the three months ended July 31, 2021 are shown below:

activity and related information for the six months ended October 31, 2021, are shown below:

Stock option activity

Exercise Price

Outstanding, April 30, 2021

Outstanding, July 31, 2021

Exercisable, July 31, 2021

Outstanding, October 31, 2021

Exercisable, October 31, 2021

Vested and expected to vest

A summary of the activity for unvested stock

options during the years ended April 30, 2021 and 2020 is as follows:

A summary of the activity for unvested stock options

during the six months ended October 31, 2021, is as follows:

Unvested stock option activity

Unvested, April 30, 2021

Unvested, July 31, 2021

The Company recorded $ 24,144 and $ 72,317 of

stock-based compensation related to the issuance of Employee Options to certain officers and directors in exchange for services

during the three months ended July 31, 2021 and 2020, respectively.

At July 31, 2021, there remained $ 15,976 of unrecognized

compensation expense related to unvested Employee Options granted to officers and directors, to be recognized as expense over a

weighted-average period of the remaining five months in the calendar year.

The unvested options vest at 500 shares per month and

are expected to be fully vested on December 31, 2021.

The Company recorded no stock-based

compensation related to the issuance of Non-Employee Options in exchange for services during the three months ended July 31, 2021

and 2020, respectively.

Unvested, October 31, 2021

The Company recorded $ 10,384 and $ 56,059 of stock-based

compensation related to the issuance of Employee Options to certain officers and directors in exchange for services during the six months

ended October 31, 2021, and 2020, respectively, and $ 34,528 , and $ 128,376 during the six months ended October 31, 2021, and 2020, respectively.

On October 31, 2021, there remained $ 6,390 of unrecognized compensation expense related to unvested Employee Options granted to officers

and directors, to be recognized as expense over a weighted-average period of the remaining two months in the calendar year.

options vest at 500 shares per month and are expected to be fully vested on December 31, 2021.

The following table summarizes the outstanding

stock options by exercise price at July 31, 2021:

stock options by exercise price on October 31, 2021:

Schedule of options by exercise price

6 unchanged sentences

The aggregate intrinsic value of outstanding options

as of July 31, 2021 was $ 6,860 .

as of October 31, 2021, was $ 0 .

This represents options whose exercise price was less than the closing fair market value of the Company’s

common stock on July 31, 2021 of approximately $ 12.01 per share.

common stock on October 31, 2021, of approximately $ 2.82 per share.

The warrants issued by the Company are equity-classified.

The fair value of the warrants was recorded as additional paid-in-capital, and no further adjustments are made.

For stock warrants paid in consideration of services

rendered by non-employees, the Company recognizes consulting expense in accordance with the requirements of ASC 505.

The Company concluded the following warrants met

the permanent equity criteria classification as they are freestanding financial instruments that are legally detachable and separately

exercisable from the shares of common stock with which they were issued.

The warrants are immediately exercisable and do not embody an

obligation for the Company to repurchase the shares.

The warrants also permit the holders to receive a fixed number of shares upon exercise

and do not provide any guarantee of value or return.

The Company has elected to early adopt ASU

2020-06 Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in

Entity’s Own Equity (Subtopic 815-40) during its second quarter ended October 31, 2021, as is effective for fiscal years

beginning after December 15, 2021, including interim periods within those fiscal years, and the Company’s fiscal year began on

Effective August 12, 2021, the Company issued

Common Stock Warrant Agreements (“Common Warrants”) with respect to the First Offering.

The Company issued Common Warrants

to purchase 4,028,528 shares of common stock based upon the underwriting agreement with H.C.

Wainwright & Co., LLC (“Wainwright”).

The warrants have a term of five years with an exercise price of $ 4.25 per warrant share, are fully vested upon issuance and have a cashless exercise feature.

Using the Black-Scholes-Merton option pricing model, the Company determined the aggregate fair value of these warrants to be approximately

$ 9,385,000 .

Additionally, with respect to the First

Offering, the Company issued common stock warrant agreements to Wainwright (“Underwriter Warrants”) to purchase 264,706 shares

of common stock.

The warrants have a term of five years with an exercise price of

warrant share, are fully vested upon issuance and have a cashless exercise feature.

Using the Black-Scholes-Merton option pricing model, the Company determined the aggregate fair value of these

warrants to be approximately $ 601,000 .

Effective August 12, 2021, the Company issued

899,027 pre-funded warrants (“Pre-funded Warrants”) to purchase common stock and Common Warrants based upon the underwriting

agreement with Wainwright with respect to the First Offering.

The Pre-funded Warrants required a payment upon issuance of $4.249 per warrant

share and are fully vested upon issuance.

The Company received approximately $ 3,820,000 from the issuance of the Pre-funded Warrants.

The Pre-funded Warrants have an exercise price of $0.001 per share, are exercisable immediately, have a cashless exercise feature and

do not have an expiration date.

In August 2021, all 899,027 of the Pre-funded Warrants issued under the underwriting agreement were exercised.

The Company received $ 899 as a result of the exercise of the Pre-funded Warrants and issued 899,027 shares of common stock as a result

of the exercise notices.

Effective August 23, 2021, the Company issued

additional Common Stock Warrant Agreements (“Series A Warrants”) with respect to its Registered Direct Public offering.

Company issued Series A Warrants to purchase 7,000,000 shares of common stock based upon the Securities Purchase Agreement with certain

institutional investors.

The warrants have a term of five years with an exercise price

of $ 5.00 per warrant share, are fully vested upon issuance, have a cashless exercise feature and are exercisable immediately.

Using the Black-Scholes-Merton option pricing model, the Company determined

the aggregate fair value of these warrants to be approximately $ 21,340,000 .

Effective August 23, 2021, the Company issued

additional Common Stock Warrant Agreements (“Placement Agent Warrants”) with respect to its Registered Direct Public offering.

The Company issued Placement Agent Warrants to purchase 1,050,000 shares of common stock to Wainwright or its designees based upon Wainwright

acting as placement agent.

The warrants have a term of five years with an exercise price

of $ 6.25 per warrant share, are fully vested upon issuance, have a cashless exercise feature and are exercisable immediately.

Using the Black-Scholes-Merton option pricing model, the Company determined

the aggregate fair value of these warrants to be approximately $ 3,151,000 .

Effective August 23, 2021, the Company issued

Pre-funded Warrants pursuant to the registered direct offering to purchase 5,570,000 shares of common stock in the amount of approximately $ 27,844,000 which required

payments upon

issuance of $4.999 per warrant share.

The Pre-funded Warrants have an exercise price of $ 0.001 per share, are fully vested upon issuance, are immediately exercisable,

have a cashless exercise feature and do not have an expiration date.

As of October 31, 2021, 4,620,000 of the Pre-funded Warrants have

been exercised for aggregate gross proceeds of $ 4,620 .

In August 2021, the Company received twenty-seven

cash exercise notices relating to the Common Warrants with respect to the First Offering totaling 2,522,387 warrant shares.

received approximately $ 10,720,000 and issued 2,522,387 shares of common stock as a result of the exercise notices.

A summary of the Company’s warrant activity

and related information for the three months ended July 31, 2021 are shown below:

and related information for the six months ended October 31, 2021, are shown below:

Warrant activity

1 unchanged sentence

Outstanding, April 30, 2021

Outstanding, July 31, 2021

Exercisable, July 31, 2021

( 8,041,414 )

Outstanding, October 31, 2021

Exercisable, October 31, 2021

The following table summarizes additional information

concerning warrants outstanding and exercisable at July 31, 2021:

concerning warrants outstanding and exercisable on October 31, 2021:

Schedule of warrants outstanding and exercisable

2 unchanged sentences

Exercisable at

July 31, 2021

October 31, 2021

Exercise Price

7 unchanged sentences

The Company had the following related party transactions

during the three months ended July 31, 2021 and 2020, respectively.

The Company owns 14.5 % of the equity in SG

during the three and six months ended October 31, 2021, and 2020.

The Company owns 14.5 % of the equity in SG Austria

(“SG Austria”) and is reported on the cost method of accounting.

SG Austria has two subsidiaries:

Austrianova Singapore Pte.

(i) Austrianova

Singapore Pte.

(“Austrianova”);

and (ii) Austrianova Thailand Co., Ltd.

The Company purchased products

and services from these companies in the approximate amounts of $ 58,000 and $ 64,000 in the three months ended July 31, 2021 and

2020, respectively.

In April 2014, the Company entered a

Consulting Agreement with Vin-de-Bona Trading Company, Pte.

(“Vin-de Bona”) pursuant to which it agreed to provide

professional consulting services to the Company.

The Company purchased products and services from

these companies in the approximate amounts of $ 53,000 and $ 111,000 in the three and six months ended October 31, 2021, respectively, and

$ 10,000 and $ 74,000 in the three and six months ended October 31, 2020, respectively.

In April 2014, the Company entered a Consulting

Agreement with Vin-de-Bona Trading Company, Pte.

(“Vin-de Bona”) pursuant to which it agreed to provide professional

consulting services to the Company.

Vin-de-Bona is owned by Prof.

2 unchanged sentences

Brian Salmons (“Dr.

Salmons”), both of whom are involved in numerous aspects of the

Company’s scientific endeavors relating to cancer and diabetes (Prof.

Salmons”), both of whom are involved in numerous aspects of the Company’s scientific endeavors relating

to cancer and diabetes (Prof.

Gunzburg is the Chairman of Austrianova, and Dr.

is the Chief Executive Officer and President of Austrianova).

The term of the agreement is for 12 months, automatically renewable

for successive 12-month terms.

After the initial term, either party can terminate the agreement by giving the other party 30

days’ written notice before the effective date of termination.

Salmons is the Chief Executive Officer and President of

Austrianova).

The term of the agreement is for 12 months, automatically renewable for successive 12-month terms.

After the initial term,

either party can terminate the agreement by giving the other party 30 days’ written notice before the effective date of termination.

The agreement has been automatically renewed annually.

amounts incurred for the three months ended July 31, 2021 and 2020 were approximately $ 32,000 and $ 23,000 , respectively.

addition, during the three months ended July 31, 2021 and 2020 the Company issued 0 and 167 shares of common stock, respectively, to

The amounts incurred for the three and six months ended October 31, 2021, were

approximately $ 18,000 and $ 50,000 , respectively, and $ 21,000 and $ 44,000 for the three and six months ended October 31, 2020, respectively.

In addition, during the six months ended October 31, 2021, and 2020 the Company issued 0 and 167 shares of common stock, respectively,

The Company recorded a noncash consulting expense of approximately $ 0 and $ 2,300 relating to these share issuances for

the three months ended July 31, 2021 and 2020, respectively.

the six months ended October 31, 2021, and 2020, respectively.

NOTE 9 – COMMITMENTS AND CONTINGENCIES

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In May 2019, the Company entered into a lease

for its office space in California for a one-year lease for the leased premises.

for its office space in Laguna Hills, California for a one-year lease for the leased premises.

The term of the lease expired on August

On May 28, 2020, the Company entered into an additional

six-month lease of the office space, commencing on September 1, 2020.

six-month lease of this office space, commencing on September 1, 2020.

The term of the new lease expired on February 28, 2021.

On May 24, 2021, the Company entered into an additional

six-month lease of the office space, commencing on September 1, 2021 which expires on February 28, 2022.

Rent expenses for the office for the three

months ended July 31, 2021 and 2020 were $ 3,738 and $ 7,152 , respectively.

six-month lease of this office space, commencing on September 1, 2021, which expires on February 28, 2022.

In October 2021, the Company entered into a lease

for its office space in Las Vegas, Nevada.

The term of the lease expires on April 30, 2022.

Rent expense for the office leases for the

three and six months ended October 31, 2021, were $ 4,154

and $ 7,892 ,

respectively, and for the three and six months ended October 31, 2020, were $ 5,384

and $ 12,536 ,

respectively.

The following table summarizes the Company’s

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In May 2017, the Company amended the compensation

agreement with the Board members and the terms continue in effect until a member is no longer on the Board.

agreements with the Board members, and the terms of each compensation agreement continues in effect until a member is no longer on the

The Company has four independent directors.

8 unchanged sentences

NOTE 10 - INCOME TAXES

The Company had no income tax expense for

the three months ended July 31, 2021 and 2020, respectively.

During the three months ended July 31, 2021 and 2020, the Company had a

net operating loss (“NOL”) for each period which generated deferred tax assets for NOL carryforwards.

provided valuation allowances against the net deferred tax assets including the deferred tax assets for NOL carryforwards.

allowances provided for the net deferred tax asset increased by approximately $ 295,000 and $ 98,000 for the three months ended July

31, 2021 and 2020, respectively.

The Company had income tax expense for the six months ended October

31, 2021, and 2020, of $ 1,600 and $ 800 , respectively.

During the six months ended October 31, 2021, and 2020, the Company had a net operating

loss (“NOL”) for each period which generated deferred tax assets for NOL carryforwards.

The Company provided valuation

allowances against the net deferred tax assets including the deferred tax assets for NOL carryforwards.

Valuation allowances

provided for the net deferred tax asset increased by approximately $ 583,000 and

$ 355,000 for

the six months ended October 31, 2021, and 2020, respectively.

There was no material difference between the effective

tax rate and the projected blended statutory tax rate for the three months ended July 31, 2021 and 2020.

tax rate and the projected blended statutory tax rate for the six months ended October 31, 2021, and 2020.

Current tax laws limit the amount of loss available

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Accordingly, 100% of the deferred

tax valuation allowance has been recorded against these assets at July 31, 2021.

The Company’s policy is to recognize

any interest and penalties related to unrecognized tax benefits as a component of income tax expense.

As of the three months ended

July 31, 2021 and 2020, the Company had no accrued interest or penalties related to uncertain tax positions.

tax valuation allowance has been recorded against these assets as of October 31, 2021.

The Company’s policy is to recognize any

interest and penalties related to unrecognized tax benefits as a component of income tax expense.

As of the six months ended October 31,

2021, and 2020, the Company had no accrued interest or penalties related to uncertain tax positions.

See Note 10 of Notes to the Consolidated Financial

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income taxes.

NOTE 11 – EARNINGS PER SHARE

11 – EARNINGS (LOSS) PER SHARE

Basic earnings (loss) per share is computed by

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Potential shares of common stock outstanding principally include stock options and warrants.

the periods ended July 31, 2021 and 2020, the Company incurred losses.

Accordingly, the effect of any common stock equivalent would be

anti-dilutive during those periods and are not included in the calculation of diluted weighted average number of shares outstanding.

the periods ended October 31, 2021, and 2020, the Company incurred losses.

Accordingly, the effect of any common stock equivalent would

be anti-dilutive during those periods and are not included in the calculation of diluted weighted average number of shares outstanding.

As of October 31, 2021, Pre-funded warrants to

purchase 950,000 shares of common stock that were issued in connection with the Registered Direct Offering with an effective date of August

23, 2021, remain unexercised (see Note 6 – Stock Options and Warrants).

The 950,000 shares were included in the basic and diluted

net loss per share calculation.

The table below sets forth the basic loss per

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Earnings per share calculations

Three months Ended July 31,

Three Months Ended October 31,

$ ( 979,746 )

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Basic and diluted loss per share

The table below sets forth these potentially

dilutive securities:

Six Months Ended October 31,

$ ( 2,005,164 )

$ ( 1,834,136 )

Basic weighted average number of shares outstanding

Diluted weighted average number of shares outstanding

Basic and diluted loss per share

The table below sets forth these potentially dilutive

Schedule of potentially dilutive securities

Three months Ended July 31,

Six Months Ended October 31,

Excluded options

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share of Series A Preferred Stock was issued on October 30, 2019, and repurchased by the Company on December 3, 2019.

As of July 31, 2021,

As of October 31,

2021, there are no shares of preferred stock issued and outstanding.

8 unchanged sentences

NOTE 13 – SUBSEQUENT EVENTS

Nasdaq Listing

Our common stock began trading on the Nasdaq Capital

Market on August 10, 2021, under the symbol “PMCB.” Prior to that, our common stock was quoted on the OTCQB Market under the

symbol “PMCB,” and following the reverse stock split of our common stock effective as of July 12, 2021, and until August 6,

2021, the OTCQB Market Symbol for our common stock had temporarily been PMCBD.

August 2021 Underwritten Offering

On August 9, 2021, the Company entered into an

underwriting agreement with H.C.

Wainwright & Co.

LLC (“Wainwright”) with respect to a public offering of 2,630,385 shares

(“Shares”) of common stock, with a par value of $0.0001, 899,027 Pre-funded warrants (“Pre-funded Warrants”) to

purchase common stock and common stock warrants (“Common Warrants”) to purchase 3,529,412 shares of common stock.

gross proceeds of the offering before deduction of underwriting discounts, commissions and estimated offering expenses payable by the

Company was approximately $15 million pursuant to the Third S-3.

Each share of common stock (or pre-funded warrant in lieu thereof) was

sold together with one warrant to purchase one share of common stock at an effective combined public offering price of $4.25 per share

of common stock and accompanying warrant, less underwriting discounts and commissions.

The Common Warrants have an exercise price of $4.25

per share, are exercisable immediately, and will expire five years following the date of issuance.

The Pre-funded Warrants have an exercise

price of $0.001 per share, are exercisable immediately, and do not have an expiration date.

In addition, the Company granted the Underwriter

a 30-day option to purchase up to 529,411 Shares and/or Common Warrants at the public offering price, less underwriting discounts and

commissions, which the underwriter has partially exercised for Common Warrants to purchase an aggregate of up to 499,116 shares of common

August 2021 Registered Direct Offering and

Concurrent Private Placement

On August 19, 2021, the Company entered into a

Purchase Agreement with certain institutional investors.

Pursuant to the Purchase Agreement, the Company agreed to sell in a Registered

Direct Offering 8,430,000 shares (“Shares”) of the Company’s Common Stock, with a par value of $0.0001, and Pre-funded

warrants to purchase up to 5,570,000 shares of Common Stock.

The Pre-Funded Warrants have an exercise price of $0.001 per share and are

immediately exercisable and can be exercised at any time after their original issuance until such Pre-Funded Warrants are exercised in

Each Share was sold at an offering price of $5.00 and each Pre-Funded Warrant was sold at an offering price of $4.999 (equal to

the purchase price per Share minus the exercise price of the Pre-Funded Warrant).

Pursuant to the Purchase Agreement, in a concurrent

private placement (together with the Registered Direct Offering, the “August 19 Offerings”), the Company also agreed to issue

to the Purchasers unregistered warrants (“Series A Warrants”) to purchase up to 7,000,000 shares of Common Stock.

A Warrant has an exercise price of $5.00 per share, is exercisable immediately, and will expire five years following the date of issuance.

The Company receives gross proceeds from the August 19 Offerings, before deducting placement agent fees and other estimated offering expenses

payable by the Company, of approximately $70 million.

In addition, the Company issued to Wainwright

or its designees upon closing of the August 19 Offerings warrants (“Placement Agent Warrants”) to purchase 1,050,000 shares

of common stock at an exercise price of $6.25 per share (which represents 125% of the offering price per Share in the August 19 Offerings).

The Placement Agent Warrants will terminate five years after the date of commencement of sales in the Offerings.

August 2021 Warrant Exercises

As of August 18, 2021, all 899,027 of the

Pre-funded Warrants issued in the August 2021 underwritten offering have been exercised.

As of August 31, 2021, 2,522,387 of the Common

Warrants issued in the August 2021 underwritten offering have been exercised, for aggregate gross proceeds to the Company of $10,720,145.

As of August 31, 2021, 4,620,000 of the Pre-funded

Warrants issued in the August 19, 2021 Offerings have been exercised, for aggregate gross proceeds to the Company of $4,620.

Registration of Series A Warrant Shares and

Placement Agent Warrant Shares

Series A Warrants and Placement Agent

Warrants were issued pursuant to the Securities Purchase Agreement dated as of August 19, 2021.

Each Series A Warrant allows

the holder to purchase one share of the Company’s common stock at an exercise price of $5.00 per share.

Each Placement Agent

Warrant allows the holder to purchase one share of the Company’s stock at an exercise price of $6.25 per share.

the Series A Warrants and the Placement Agent Warrants were issued, neither the Series A Warrants, the Placement Agent Warrants nor

the underlying common stock was registered pursuant to the Securities Act of 1933, as amended.

The Company registered the common

stock underlying the Series A Warrants and the Placement Agent Warrants pursuant to a Registration Statement on Form S-3

(“Registration Statement”) filed with the Commission on November 8, 2021.

The Registration Statement became effective on

November 17, 2021.

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