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Interim Consolidated Financial Statements
the Three and Nine Months Ended April 30, 2021
Condensed Interim Consolidated Statements of Financial Position
As of April 30, 2021 and July 31, 2020
in Canadian Dollars)
| April 30, 2021 | July 31, 2020 | |||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash | $ | 24,649,020 | $ | 26,104 | ||||
| Amounts receivable | 19,411 | 27,660 | ||||||
| Prepaid expenses | 867,018 | 267,444 | ||||||
| Total current assets | 25,535,449 | 321,208 | ||||||
| Investments | 2 | 2 | ||||||
| Intellectual property (Note 5) | 306,416 | 320,474 | ||||||
| Total Assets | $ | 25,841,867 | $ | 641,684 | ||||
| LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT) | ||||||||
| Current liabilities | ||||||||
| Accounts payable and accrued liabilities (Note 10) | $ | 208,551 | $ | 4,562,856 | ||||
| Short term loans (Note 6(a)) | - | 306,878 | ||||||
| Total current liabilities | 208,551 | 4,869,734 | ||||||
| Long term liabilities | ||||||||
| Warrant liability (Note 7) | 8,476,649 | - | ||||||
| Government grants (Note 6(b)) | 190,770 | 191,572 | ||||||
| Total long term liabilities | 8,667,419 | 191,572 | ||||||
| Shareholders' equity (deficit) | ||||||||
| Share capital (Note 8) | 31,049,632 | 15,065,961 | ||||||
| Share-based payment reserve (Note 9) | 2,856,760 | 739,193 | ||||||
| Warrant reserve (Note 8) | 360,991 | 2,271,910 | ||||||
| Accumulated other comprehensive loss | (104,975 | ) | (170,374 | ) | ||||
| Deficit | (17,196,511 | ) | (22,326,312 | ) | ||||
| Total shareholders' equity (deficit) | 16,965,897 | (4,419,622 | ) | |||||
| Total liabilities and shareholders' equity (deficit) | $ | 25,841,867 | $ | 641,684 |
of Operations (Note 1)
After the Reporting Period (Note 17)
financial statements were approved and authorized for issue on behalf of the Board of Directors on June 29, 2021 by:
| On behalf of the Board: | |||
| "Jamieson Bondarenko" | "William Williams" | ||
| Director | Director |
accompanying notes are an integral part of these condensed interim consolidated financial statements.
Condensed Interim Consolidated Statements of
Operations and Comprehensive Profit (Loss)
the Three and Nine Months Ended April 30, 2021 and 2020
(Expressed in Canadian Dollars)
| Three month period ended April 30, | Nine month period ended April 30, | |||||||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||||||
| Expenses: | ||||||||||||||||
| Research and development costs (Note 13) | $ | 498,704 | $ | 281,677 | $ | 885,258 | $ | 2,502,374 | ||||||||
| General and administration costs (Note 14) | 2,940,051 | 413,797 | 3,254,380 | 1,633,919 | ||||||||||||
| Share-based compensation (Note 9) | 2,466,224 | 292 | 2,466,224 | 2,071 | ||||||||||||
| Total Expenses | 5,904,979 | 695,766 | 6,605,862 | 4,138,364 | ||||||||||||
| Operating Loss | (5,904,979 | ) | (695,766 | ) | (6,605,862 | ) | (4,138,364 | ) | ||||||||
| Finance expense (Note 6) | (76,679 | ) | (4,946 | ) | (152,245 | ) | (11,154 | ) | ||||||||
| Change in fair value of warrant liability (Note 7) | 10,908,051 | - | 10,908,051 | - | ||||||||||||
| Change in fair value of convertible loan | - | - | - | (79,119 | ) | |||||||||||
| Loss on extinguishment of debt (Note 8(b)(i)), Note 6 (c)) | (216,098 | ) | - | (247,098 | ) | - | ||||||||||
| Foreign exchange loss | (1,086,653 | ) | 63 | (1,086,653 | ) | (20,033 | ) | |||||||||
| 9,528,621 | (4,883 | ) | 9,422,055 | (110,306 | ) | |||||||||||
| Profit (Loss) For The Period | 3,623,642 | (700,649 | ) | 2,816,193 | (4,248,670 | ) | ||||||||||
| Items That Will Subsequently Be Reclassified To Profit Or Loss | ||||||||||||||||
| Foreign currency translation adjustment | (142,004 | ) | (134,962 | ) | 65,399 | (146,157 | ) | |||||||||
| (142,004 | ) | (134,962 | ) | 65,399 | (146,157 | ) | ||||||||||
| Comprehensive Profit (Loss) for the Period | $ | 3,481,638 | $ | (835,611 | ) | $ | 2,881,592 | $ | (4,394,827 | ) | ||||||
| Basic Profit (Loss) Per Share (Note 16) | $ | 0.77 | $ | (1.16 | ) | $ | 1.38 | $ | (6.20 | ) | ||||||
| Basic Weighted Average Number Of Shares Outstanding (Note 16) | 4,744,036 | 721,962 | 2,047,495 | 708,572 | ||||||||||||
| Fully Diluted Profit (Loss) Per Share (Note 16) | $ | 0.77 | $ | (1.16 | ) | $ | 1.35 | $ | 1.00 | |||||||
| Fully Diluted Weighted Average Number Of Shares Outstanding (Note 16) | 4,744,036 | 721,962 | 2,092,675 | 708,572 |
accompanying notes are an integral part of these condensed interim consolidated financial statements.
Condensed Interim Consolidated Statements of Cash Flows
the Nine Months Ended April 30, 2021 and 2020
in Canadian Dollars)
| Nine month period ended April 30 | ||||||||
| 2021 | 2020 | |||||||
| Cash flow from operating activities | ||||||||
| Net profit (loss) for the period | $ | 2,816,193 | $ | (4,248,670 | ) | |||
| Items not affecting cash: | ||||||||
| Depreciation and amortization | 14,058 | 14,057 | ||||||
| Share-based compensation | 2,466,224 | 2,071 | ||||||
| Accrued interest expense | 26,119 | 5,485 | ||||||
| Loss on extinguishment of debt | 247,098 | - | ||||||
| Foreign exchange adjustments | 1,086,653 | - | ||||||
| Change in fair value of convertible debt | - | 79,119 | ||||||
| Change in fair value of warrants | (10,908,051 | ) | - | |||||
| Changes in non-cash working capital: | ||||||||
| Amounts receivable | 8,249 | 3,041 | ||||||
| Prepaid expenses | (782,693 | ) | (199,792 | ) | ||||
| Accounts payable and accrued liabilities | (2,104,422 | ) | 3,140,613 | |||||
| (7,130,572 | ) | (1,204,076 | ) | |||||
| Cash flow from financing activities | ||||||||
| Proceeds from private placement, net | - | 1,414,744 | ||||||
| Proceeds from public offering, net | 36,525,750 | - | ||||||
| Proceeds from issuance of convertible loan | 265,000 | - | ||||||
| Share issucance costs | (3,400,398 | ) | - | |||||
| Repayment of unsecured convertible loan | (380,395 | ) | (477,599 | ) | ||||
| Proceeds from receipt of short-term loans | 42,998 | 292,110 | ||||||
| Change in fair value of warrants | 89,303 | - | ||||||
| Repayment of short-term loans | (336,609 | ) | - | |||||
| 32,805,649 | 1,229,255 | |||||||
| Increase in cash | 25,675,077 | 25,179 | ||||||
| Effect of changes in foreign exchange rates | (1,052,161 | ) | (143,851 | ) | ||||
| Cash, beginning of period | 26,104 | 192,916 | ||||||
| Cash, end of period | $ | 24,649,020 | $ | 74,244 |
accompanying notes are an integral part of these condensed interim consolidated financial statements.
Condensed Interim Consolidated Statements of Changes in Shareholders' Equity
the Nine Months Ended April 30, 2021 and 2020
in Canadian Dollars)
| SHARE CAPITAL | SHARE-BASED PAYMENT | WARRANT | ACCUMULATED OTHER COMPREHENSIVE | ACCUMULATED | TOTAL SHAREHOLDERS' EQUITY | |||||||||||||||||||||||
| SHARES | AMOUNT | RESERVE | RESERVE | PROFIT (LOSS) | DEFICIT | (DEFICIT) | ||||||||||||||||||||||
| Balance, July 31, 2019 | 654,593 | 13,651,217 | 877,089 | 2,870,441 | (124,295 | ) | (18,120,590 | ) | (846,137 | ) | ||||||||||||||||||
| Private placement | 40,300 | 846,300 | - | - | - | - | 846,300 | |||||||||||||||||||||
| Private placement | 27,069 | 568,444 | - | - | - | - | 568,444 | |||||||||||||||||||||
| Expiration of warrants | - | - | - | (598,531 | ) | - | 598,531 | - | ||||||||||||||||||||
| Expiration of options | - | - | (139,967 | ) | - | - | 139,967 | - | ||||||||||||||||||||
| Share-based compensation | - | - | 2,071 | - | - | - | 2,071 | |||||||||||||||||||||
| Foreign exchange translation | - | - | - | - | (146,157 | ) | - | (146,157 | ) | |||||||||||||||||||
| Loss for the period | - | - | - | - | - | (4,248,670 | ) | (4,248,670 | ) | |||||||||||||||||||
| Balance, April 30, 2020 | 721,962 | 15,065,961 | $ | 739,193 | 2,271,910 | $ | (270,452 | ) | $ | (21,630,762 | ) | $ | (3,824,149 | ) | ||||||||||||||
| Balance, July 31, 2020 | 721,962 | 15,065,961 | 739,193 | 2,271,910 | (170,374 | ) | (22,326,312 | ) | (4,419,622 | ) | ||||||||||||||||||
| Issuance of warrants (Note 6(c)) | - | - | - | 54,030 | - | - | 54,030 | |||||||||||||||||||||
| Conversion feature (Note 6(c)) | - | 35,273 | - | - | - | - | 35,273 | |||||||||||||||||||||
| Issuance of shares for debt (Note 8(b)(i)) | 50,000 | 405,000 | - | - | - | - | 405,000 | |||||||||||||||||||||
| Issuance of shares in public offering (Note 8(b)(ii)) | 6,764,705 | 15,543,398 | - | - | - | - | 15,543,398 | |||||||||||||||||||||
| Issuance of options (Note 9(b)) | - | - | 2,132,376 | - | - | - | 2,132,376 | |||||||||||||||||||||
| Expiration and forfeiture of options (Note 9(a)) | - | - | (14,809 | ) | - | - | 348,659 | 333,850 | ||||||||||||||||||||
| Expiration of warrants (Note 8(c)(iv) and 8(d)(ii)) | - | - | - | (1,964,949 | ) | - | 1,964,949 | - | ||||||||||||||||||||
| Foreign exchange translation | - | - | - | - | 65,399 | - | 65,399 | |||||||||||||||||||||
| Profit for the period | - | - | - | - | - | 2,816,193 | 2,816,193 | |||||||||||||||||||||
| Balance, April 30, 2021 | 7,536,667 | 31,049,632 | $ | 2,856,760 | $ | 360,991 | $ | (104,975 | ) | $ | (17,196,511 | ) | $ | 16,965,897 |
accompanying notes are an integral part of these condensed interim consolidated financial statements.
to the Condensed Interim Consolidated Financial Statements
the Three and Nine Months Ended April 30, 2021 and 2020
in Canadian Dollars)
Nature of Operations
Therapeutics Corp. ("BriaCell" or the "Company") was incorporated under the Business Corporations Act (British
Columbia) on July 26, 2006 and is listed on the TSX Venture Exchange ("TSXV"). The Company trades on the TSX Venture under
the symbol "BCT.V". On February 24, 2021, the Company also trades on the Nasdaq Capital Market under the symbols "BCTX"
Company's head office is located at Suite 300 - 235 West 15th Street, West Vancouver, British Columbia, V7T 2X1.
is an immuno-oncology biotechnology company. BriaCell owns the US patent to Bria-IMT , a whole-cell cancer vaccine (US Patent No.7674456)
(the "Patent"). The Company is currently advancing its immunotherapy program, Bria-IMT , to complete a 24-subject Phase
I/IIa clinical trial and by research activities in the context of BriaDx , a companion diagnostic test to identify patients likely
benefitting from Bria-IMT .
condensed interim consolidated financial statements were authorized for issue by the Board of Directors on June 29, 2021.
Basis of Presentation
Company prepares its unaudited condensed interim consolidated financial statements in accordance with International Financial Reporting
Standards ("IFRS") using the accounting policies described herein as issued by International Accounting Standards Board ("IASB")
and International Financial Reporting Interpretations Committee ("IFRIC") interpretations. These unaudited condensed interim
consolidated financial statements have been prepared in accordance with International Accounting Standards ("IAS") 34 Interim
Financial Reporting. The unaudited condensed interim consolidated financial statements do not include all of the information required
for annual consolidated financial statements and should be read in conjunction with the Company's audited consolidated financial
statements for the year ended July 31, 2020.
policies applied in these condensed interim consolidated financial statements are based on IFRS effective as of April 30, 2021.
condensed interim consolidated financial statements are prepared on a going concern basis and have been presented in Canadian dollars
which is the Company's reporting currency.
to the Condensed Interim Consolidated Financial Statements
the Three and Nine Months Ended April 30, 2021 and 2020
in Canadian Dollars)
Basis of Presentation (continued)
Adjustment for Reverse Stock Split
December 2019, the Board and TSXV approved a 1-for-300 reverse stock split, or the Reverse Split, which was implemented effective January
2, 2020. Consequently, all share numbers, share prices, and exercise prices have been retroactively adjusted in these condensed interim
consolidated financial statements for all periods presented.
condensed interim consolidated financial statements have been prepared on a going concern basis, under the historical cost basis, except
for financial instruments that are required to be measured at fair value.
condensed interim consolidated financial statements include the accounts of BriaCell and its wholly-owned US subsidiary BriaCell Therapeutics
Corp. ("BTC") and BTC's wholly owned subsidiary - Sapientia Pharmaceuticals, Inc. ("Sapientia").
The financial statements of the subsidiaries are included in the consolidated financial statements from the date that control commenced
until the date control ceases. Control exists when the Company has the power directly or indirectly, to govern the financial and operating
policies of an entity so as to obtain benefits from its activities. The Company applies the acquisition method to account for business
combinations in accordance with IFRS 3.
inter-company balances, and transactions, have been eliminated upon consolidation.
Significant Accounting Policies
preparation of financial data is based on accounting principles and practices consistent with those used in the preparation of the audited
financial statements as of July 31, 2020. The accompanying condensed interim consolidated financial statements should be read in conjunction
with the Company's audited financial statements for the year ended July 31, 2020.
to the Condensed Interim Consolidated Financial Statements
the Three and Nine Months Ended April 30, 2021 and 2020
in Canadian Dollars)
Significant Accounting Judgments and Estimates
critical judgments and significant estimates in applying accounting policies that have the most significant effect on the amounts recognized
in the consolidated financial statements are:
| The series of loans made to the subsidiary company are considered part of the parent company's net investment in a foreign operation as the Company does not plan to settle these balances in the foreseeable future. As a result of this assessment, the unrealized foreign exchange gains and losses on the intercompany loans are recorded through compressive loss. If the Company determined that settlement of these amounts was planned or likely in the foreseeable future, the resultant foreign exchange gains and losses would be recorded through profit or loss. | ||
| Intangible assets are tested for impairment annually or more frequently if there is an indication of impairment. The carrying value of intangibles with definite lives is reviewed each reporting period to determine whether there is any indication of impairment. If there are indications of impairment the impairment analysis is completed and if the carrying amount of an asset exceeds its recoverable amount, the asset is impaired and impairment loss is recognized. | ||
| The Company uses the Black-Scholes option-pricing model to estimate fair value of the warrant liability at each reporting date. The key assumptions used in the model are the expected future volatility in the price of the Company's shares and the expected life of the warrants. |
Intellectual Property
attributable intellectual property relates to Sapientia's various patents, which the Company is amortizing over 20 years, consistent
with its accounting policy. During the three and nine months ended April 30, 2021, the Company recorded $4,686 and $14,058, respectively
in amortization on intellectual property (for the three and nine months ended April, 2020 - $4,686 and $14,058, respectively).
| July 31, 2020: | Costs | Accumulated Amortization | Net Book Value | |||||||||||||||||||||||
| July 31, 2019 | Additions | July 31, 2020 | July 31, 2019 | Amortization during the year | July 31, 2020 | July 31, 2020 | ||||||||||||||||||||
| $ | 374,852 | $ | - | $ | 374,852 | $ | 35,637 | $ | 18,741 | $ | 54,378 | $ | 320,474 |
| April 30, 2021: | ||||||||||||||||||||||||||
| July 31, 2020 | Additions | April 30, 2021 | July 31, 2020 | Amortization during the period | April 30, 2021 | April 30, 2021 | ||||||||||||||||||||
| $ | 374,852 | $ | - | $ | 374,852 | $ | 54,378 | $ | 14,058 | $ | 68,436 | $ | 306,416 |
to the Condensed Interim Consolidated Financial Statements
the Three and Nine Months Ended April 30, 2021 and 2020
in Canadian Dollars)
| As of | ||||||||
| April 30, 2021 | July 31, 2020 | |||||||
| Opening balance | $ | 306,878 | $ | - | ||||
| Additional loans (ii) | 42,998 | 294,655 | ||||||
| Accrued Interest (iii) | 7,902 | 12,223 | ||||||
| Repayment of loans | (336,609 | ) | - | |||||
| FX Adjustment | (21,169 | ) | - | |||||
| Closing balance | $ | - | $ | 306,878 |
| (ii) | During the nine months ended April 30, 2021, the Company received seven unsecured loans from directors and an officer in the total amount of US$35,000 ("Short-Term Loans"). The Short-Term Loans all bear interest at 2.5% annually and are repayable on or before July 31, 2021. During March 2021, all the short-term loans and accrued interest were repaid. | |
| (iii) | Total interest expense in respect to all short-term loans for the three and nine months ended April 30, 2021 is $5,429 and $7,902, respectively (for the three and nine months ended April 30, 2020 - ($4,946 and $8,898, respectively). |
April 24, 2020, the Company received a $40,000 loan from the Canada Emergency Business Account ("CEBA Loan"). The CEBA Loan
bears 0% interest until December 31, 2022. If the balance is not paid by December 31, 2022, the remaining balance will be converted to
a 3-year term loan at 5% annual interest, paid monthly, effective January 1, 2023. The full balance must be repaid by no later than December
31, 2025. No principal payments required until December 31, 2022. Principal repayments can be voluntarily made at any time without fees
or penalties. $10,000 loan forgiveness is available, provided the outstanding balance is $40,000 at December 31, 2020, and $30,000 is
paid back between January 1, 2021 and December 31, 2022. The loan was recognized at the fair value based on an estimated market interest
the three and nine months ended April 30, 2021, the Company recorded an interest expense of $1,141 and $3,300, respectively, being the
interest accretion on the CEBA Loan (for the three and nine months ended April 30, 2020 - nil and nil, respectively).
to the Condensed Interim Consolidated Financial Statements
the Three and Nine Months Ended April 30, 2021 and 2020