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CLEARMIND MEDICINE INC.
Condensed Interim Consolidated Financial Statements
For The Three and Six Months Ended April 30, 2025
(Expressed in United States Dollars)
CLEARMIND MEDICINE INC.
Condensed Interim Consolidated Statements of Financial Position
(Expressed in United States Dollars)
| April 30, | October 31, | |||||||
| 2025 | 2024 | |||||||
| Assets | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | 4,472,520 | $ | 6,573,813 | ||||
| Other receivables | 44,279 | 49,038 | ||||||
| Short-term investments (Note 3) | 177,640 | 289,388 | ||||||
| Prepaid expenses | 191,256 | 44,161 | ||||||
| Related parties (Note 4b) | 137,042 | 131,839 | ||||||
| Total current assets | 5,022,737 | 7,088,239 | ||||||
| Non-current assets | ||||||||
| Intangible assets | 102,894 | 108,326 | ||||||
| Restricted cash | 20,688 | 7,186 | ||||||
| Right-of-use asset (Note 4c) | 34,137 | 51,663 | ||||||
| Total non-current assets | 157,719 | 167,175 | ||||||
| Total assets | $ | 5,180,456 | $ | 7,255,414 | ||||
| Liabilities | ||||||||
| Current liabilities | ||||||||
| Accounts payable and accrued liabilities | $ | 475,490 | $ | 526,056 | ||||
| Due to related parties (Note 4a) | 49,251 | 48,962 | ||||||
| Derivative warrant liabilities (Note 5) | 2,318,263 | 3,519,702 | ||||||
| Short-term portion of lease liabilities (Note 4c) | 35,982 | 36,726 | ||||||
| Total current liabilities | 2,878,986 | 4,131,446 | ||||||
| Non- current liabilities | ||||||||
| Long-term lease liabilities (Note 4c) | - | 16,416 | ||||||
| Total non- current liabilities | - | 16,416 | ||||||
| Total liabilities | $ | 2,878,986 | $ | 4,147,862 | ||||
| Shareholders' equity | ||||||||
| Share capital and share premium (Note 6) | 25,338,377 | 24,168,256 | ||||||
| Warrants (Note 7) | 459,341 | 459,341 | ||||||
| Share-based payment reserve (Notes 8, 9) | 2,403,292 | 2,523,946 | ||||||
| Accumulated other comprehensive loss | ( 21,250 | ) | ( 21,250 | ) | ||||
| Accumulated deficit | ( 25,878,290 | ) | ( 24,022,741 | ) | ||||
| Total shareholders' equity | 2,301,470 | 3,107,552 | ||||||
| Total liabilities and shareholders' equity | $ | 5,180,456 | $ | 7,255,414 |
Approved and authorized for issuance on behalf of the Board of Directors
| /s/ Alan Rootenberg | /s/ Adi Zuloff-Shani | |
| Alan Rootenberg, CFO | Adi Zuloff-Shani, CEO |
(The accompanying notes are an integral part of
these condensed interim consolidated financial statements)
CLEARMIND MEDICINE INC.
Condensed Interim Consolidated Statements of Operations and Comprehensive
For the three and six months ended April 30, 2025 and 2024
(Expressed in United States Dollars)
| Three months ended | Six months ended | |||||||||||||||
| April 30, | April 30, | |||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Operating expenses | ||||||||||||||||
| General and administrative | $ | 855,124 | $ | 980,549 | $ | 1,889,860 | $ | 2,137,062 | ||||||||
| Research and development, net | 451,857 | 322,956 | 913,295 | 550,434 | ||||||||||||
| Total operating expenses | 1,306,981 | 1,303,505 | 2,803,155 | 2,687,496 | ||||||||||||
| Finance income | ||||||||||||||||
| Changes in fair value of derivative warrant liabilities (Note 5) | 664,768 | 405,002 | 1,179,518 | 560,145 | ||||||||||||
| Changes in fair value of short-term investments (Note 3) | ( 157,083 | ) | ( 8,168 | ) | ( 228,788 | ) | ( 7,612 | ) | ||||||||
| Foreign exchange gain (loss) | 2,246 | 1,255 | ( 2,204 | ) | 2,671 | |||||||||||
| Other finance income (expenses) | ( 7,868 | ) | 33,955 | ( 16,583 | ) | 31,029 | ||||||||||
| Interest income on deposits | 41,648 | - | 75,656 | 63,502 | ||||||||||||
| Total finance income | 543,711 | 432,044 | 1,007,599 | 649,735 | ||||||||||||
| Loss before taxes | ( 763,270 | ) | ( 871,461 | ) | ( 1,795,556 | ) | ( 2,037,761 | ) | ||||||||
| Tax expenses | ( 20,658 | ) | ( 36,756 | ) | ( 59,993 | ) | ( 238,256 | ) | ||||||||
| Net Loss and Comprehensive loss | $ | ( 783,928 | ) | $ | ( 908,217 | ) | $ | ( 1,855,549 | ) | $ | ( 2,276,017 | ) | ||||
| Loss per share, basic and diluted | $ | ( 0.16 | ) | $ | ( 0.28 | ) | $ | ( 0.39 | ) | $ | ( 0.96 | ) | ||||
| Weighted average number of shares for the purposes of basic and diluted loss per share | 5,035,648 | 3,253,267 | 4,757,547 | 2,375,825 |
(The accompanying notes are an integral part of
these condensed interim consolidated financial statements)
CLEARMIND MEDICINE INC.
Condensed Interim Statements of Changes in Shareholders' Equity
For the three and six months ended April 30, 2025 and 2024
(Expressed in United States Dollars)
| Share capital and share premium | Share-based | Accumulated other | Total | |||||||||||||||||||||||||
| Number of shares | Amount | Warrants | payment reserve | comprehensive income | Accumulated deficit | shareholders' equity | ||||||||||||||||||||||
| Balance, October 31, 2024 | 4,265,186 | $ | 24,168,256 | $ | 459,341 | $ | 2,523,946 | $ | ( 21,250 | ) | $ | ( 24,022,741 | ) | $ | 3,107,552 | |||||||||||||
| Net loss for the period | - | - | - | - | - | ( 1,855,549 | ) | ( 1,855,549 | ) | |||||||||||||||||||
| Exercise of warrants (Note 6c(ii)) | 310,388 | 437,007 | - | - | - | - | 437,007 | |||||||||||||||||||||
| Issuance of common shares upon vesting of restricted share units (Note 6c(i)) | 559,212 | 733,114 | - | ( 733,114 | ) | - | - | - | ||||||||||||||||||||
| Share-based compensation (Notes 8, 9) | - | - | - | 612,460 | - | - | 612,460 | |||||||||||||||||||||
| Balance, April 30, 2025 | 5,134,786 | $ | 25,338,377 | $ | 459,341 | $ | 2,403,292 | $ | ( 21,250 | ) | $ | ( 25,878,290 | ) | $ | 2,301,470 | |||||||||||||
| Balance, October 31, 2023 | 607,337 | $ | 17,131,223 | $ | 459,341 | $ | 2,182,221 | $ | ( 21,250 | ) | $ | ( 18,768,063 | ) | $ | 983,472 | |||||||||||||
| Net loss for the period | - | - | - | - | - | ( 2,276,017 | ) | ( 2,276,017 | ) | |||||||||||||||||||
| Issuance of common shares, pre-funded warrants and warrants | 1,500,000 | 1,459,815 | - | - | - | - | 1,459,815 | |||||||||||||||||||||
| Exercise of warrants | 1,194,102 | 4,154,389 | - | - | - | - | 4,154,389 | |||||||||||||||||||||
| Common shares for services | 9,000 | 11,935 | - | ( 11,935 | ) | - | - | - | ||||||||||||||||||||
| Share-based compensation | 89 | 185 | - | 323,910 | - | - | 324,095 | |||||||||||||||||||||
| Balance, April 30, 2024 | 3,310,528 | $ | 22,757,547 | $ | 459,341 | $ | 2,494,196 | $ | ( 21,250 | ) | $ | ( 21,044,080 | ) | $ | 4,645,754 |
(The accompanying notes are an integral part of
these condensed interim consolidated financial statements)
CLEARMIND MEDICINE INC.
Condensed Interim Consolidated Statements of Cash Flows
For the three and six months ended April 30, 2025 and 2024
(Expressed in United States Dollars)
| Six months ended April 30, | ||||||||
| 2025 | 2024 | |||||||
| Operating activities | ||||||||
| Net loss for the period | $ | ( 1,855,549 | ) | $ | ( 2,276,017 | ) | ||
| Adjustments for: | ||||||||
| Amortization of intangible assets | 5,432 | 5,462 | ||||||
| Amortization of right-of-use asset | 18,576 | 17,804 | ||||||
| Interest on lease liability | 2,332 | 1,629 | ||||||
| Exchange rate differences | 1,960 | ( 8,980 | ) | |||||
| Issuance costs allocated to derivative warrant liabilities | - | 115,046 | ||||||
| Depreciation of property and equipment | - | 1,103 | ||||||
| Changes in fair value of derivative warrant liabilities | ( 1,179,518 | ) | ( 560,145 | ) | ||||
| Share-based compensation | 612,460 | 324,095 | ||||||
| Changes in fair value of short-term investments | 228,788 | 7,612 | ||||||
| Tax expenses | 59,993 | 71,237 | ||||||
| Changes in working capital: | ||||||||
| Decrease in other receivables | 6,017 | 72,078 | ||||||
| Increase in prepaid expenses | ( 147,132 | ) | ( 170,422 | ) | ||||
| Decrease in accounts payable and accrued liabilities | ( 111,962 | ) | ( 260,480 | ) | ||||
| Increase (decrease) in amounts due to / from related parties | ( 5,230 | ) | 5,205 | |||||
| Net cash used in operating activities | ( 2,363,833 | ) | ( 2,654,773 | ) | ||||
| Investing activities | ||||||||
| Proceeds from sale of short-term investment (Note 3) | 82,960 | 78,500 | ||||||
| Acquisition of short-term investment (Note 3) | ( 200,000 | ) | - | |||||
| Changes in restricted cash | ( 13,498 | ) | - | |||||
| Net cash provided by (used in) investing activities | ( 130,538 | ) | 78,500 | |||||
| Financing activities | ||||||||
| Proceeds from issuance of common shares and warrants, net of issuance costs | - | 1,824,773 | ||||||
| Proceeds received from exercise of warrants (Note 6c (ii)) | 415,086 | 3,655,950 | ||||||
| Repayment of lease liabilities | ( 20,572 | ) | ( 19,087 | ) | ||||
| Net cash provided by financing activities | 394,514 | 5,461,636 | ||||||
| Effect of foreign exchange rate changes on cash and cash equivalents | ( 1,436 | ) | ( 7,175 | ) | ||||
| Net increase (decrease) in cash and cash equivalents | ( 2,101,293 | ) | 2,878,188 | |||||
| Cash and cash equivalents at beginning of period | 6,573,813 | 5,427,739 | ||||||
| Cash and cash equivalents at end of period | $ | 4,472,520 | $ | 8,305,927 | ||||
| Supplementary disclosure of cash flow information: | ||||||||
| Cash received as interest | $ | 75,896 | $ | 120,612 | ||||
| Cash paid for taxes | 16,408 | 192,825 | ||||||
| Interest on lease liability | 2,332 | 1,629 | ||||||
| Non-cash financing and investing activities | ||||||||
| Right of use assets obtained in exchange for lease liabilities | $ | - | $ | 107,827 | ||||
| Early termination of office lease | - | ( 88,562 | ) |
CLEARMIND MEDICINE INC.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2025 and 2024
(Expressed in United States Dollars)
The Company trades under the symbol "CMND"
on the Nasdaq Capital Market and on the Frankfurt Stock Exchange under the symbol "CWY". The Company was listed on the Canadian
Securities Exchange ("CSE") in Toronto until March 14, 2024. Following approval for a voluntary delisting, the Company no
longer trades on the CSE but remains a reporting issuer in Canada.
These condensed interim consolidated
financial statements have been prepared on the going concern basis, which assumes that the Company will be able to realize its assets
and discharge its liabilities in the normal course of business. For the six months ended April 30, 2025, the Company has not generated
any revenues and has negative cash flows from operations of $2,363,833. As of April 30, 2025, the Company has an accumulated deficit
of $25,878,290. The continued operations of the Company are dependent on its ability to generate future cash flows or obtain additional
financing through debt or equity. Management is of the opinion that sufficient working capital will be obtained from external financing
sources to meet the Company's liabilities and commitments as they become due, although there is a risk that additional financing
will not be available on a timely basis or on terms acceptable to the Company. These factors raise substantial doubt on the Company's
ability to continue as a going concern. These condensed interim consolidated financial statements do not reflect any adjustments that
may be necessary if the Company is unable to continue as a going concern.
On November 28, 2023, the Company's
Board of Directors (the "Board") approved a 1-for-30 reverse split of its issued and outstanding common shares, effective
as of November 28, 2023, pursuant to which holders of the Company's common shares received 0.0333 of a common share for every one
All issued and outstanding common shares
or instruments convertible into common shares contained in these financial statements have been retroactively adjusted to reflect the
reverse share split for all periods presented, unless explicitly stated otherwise.
CLEARMIND MEDICINE INC.
Notes to the Condensed Interim Consolidated Financial
For the three and six months ended April 30, 2025
(Expressed in United States Dollars)
The accompanying consolidated financial
statements have been prepared in accordance with International Financial Reporting Standards ("IFRS"), as issued by the International
Accounting Standards Board ("IASB") on a going concern basis.
These condensed interim consolidated
financial statements include the accounts of the Company and its wholly-owned subsidiaries, Clearmindmed Ltd. and Clearmind Labs Corp.
(inactive). All inter-company balances and transactions have been eliminated on consolidation.
These condensed interim consolidated
financial statements have been prepared on a historical cost basis, except for financial assets and liabilities (including derivatives)
which are presented at fair value through profit or loss ("FVTPL"), and are presented in United States dollars, which is
the Company's functional currency.
Certain information and footnote disclosures
normally included in financial statements prepared in accordance with IFRS have been condensed or omitted from this report, as is permitted
by such rules and regulations. Accordingly, these condensed interim consolidated financial statements should be read in conjunction with
the audited financial statements as of and for the year ended October 31, 2024 and the notes thereto (the "2024 Annual Report").
The condensed interim consolidated
financial statements have been prepared on the same basis as the 2024 Annual Report. In the opinion of the Company's management,
these condensed interim consolidated financial statements contain all adjustments that are necessary to present fairly the Company's
financial position and results of operations for the interim periods presented. The results for the six months ended April 30, 2025 are
not necessarily indicative of the results for the year ending October 31, 2025, or for any future period.
As of April 30, 2025, there have been
no material changes in the Company's significant accounting policies from those that were disclosed in the 2024 Annual Report.
CLEARMIND MEDICINE INC.
Notes to the Condensed Interim Consolidated Financial
For the three and six months ended April 30, 2025 and 2024
(Expressed in United States Dollars)
The preparation of consolidated financial
statements in accordance with IFRS requires management to make judgments, estimates, and assumptions that affect the application of policies
and reported amounts of assets, liabilities, income, and expenses. The estimates and associated assumptions are based on historical experience
and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the
judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ
from these estimates.
Significant Estimates
Share-based Compensation
Fair values are determined using the
Black-Scholes option pricing model. Estimating fair value requires determining the most appropriate valuation model for a grant of equity
instruments, which is dependent on the terms and conditions of the grant. Option-pricing models require the use of highly subjective
estimates and assumptions including the expected stock price volatility. Changes in the underlying assumptions can materially affect
the fair value estimates and, therefore, existing models do not necessarily provide reliable measurement of the fair value of the Company's
Derivative Warrant Liabilities and
The Company analyses warrants issued
to determine whether they meet the classification as liabilities or equity. Derivative warrant liabilities and assets are adjusted to