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IMMUNOPRECISE ANTIBODIES LTD. MANAGEMENT DISCUSSION AND ANALYSIS FOR THE NINE MONTHS ENDED JANUARY 31,2021 The following Management's Discussion and Analysis ("MD&A") should be read in conjunction with the unaudited cond

Key Takeaway: Exhibit 99.1 IMMUNOPRECISE ANTIBODIES LTD. MANAGEMENT DISCUSSION AND ANALYSIS FOR THE NINE MONTHS ENDED JANUARY 31,2021 The following Management's Discussion and Analysis ("MD&A") should be read in conjunction with the unaudited condensed interim consolidated financial state

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Exhibit 99.1
IMMUNOPRECISE ANTIBODIES LTD.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED JANUARY 31,2021
The following Management's Discussion and Analysis ("MD&A") should be read in conjunction with the unaudited condensed interim consolidated financial statements of ImmunoPrecise Antibodies Ltd. ("the Company", "ImmunoPrecise" or "IPA") for the three and nine months ended January 31, 2021, together with the audited financial statements and accompanying MD&A of the Company for the year ended April 30, 2020. This MD&A is the responsibility of management and was reviewed and approved by the Board of Directors of IPA on March 17, 2021.
The referenced financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS"), as issued by the International Accounting Standards Board and as applicable to the preparation of interim financial statements, including IAS 34, Interim Financial Reporting. Except as otherwise noted, all dollar figures in this MD&A are stated in Canadian dollars, which is the Company's reporting currency.
FORWARD-LOOKING STATEMENTS
This MD&A may contain certain statements that constitute "forward-looking statements" within the meaning of National Instrument 51-102, Continuous Disclosure Obligations of the Canadian Securities Administrators.
Forward-looking statements often, but not always, are identified by the use of words such as "seek", "anticipate", "believe", "plan", "estimate", "expect", "targeting" and "intend" and statements that an event or result "may", "will", "should", "could", or "might" occur or be achieved and other similar expressions.
In this MD&A, forward-looking statements include the Company's future plans and expenditures, the satisfaction of rights and performance of obligations under agreements to which the Company is a part, the ability of the Company to hire and retain employees and consultants and estimated administrative assessment and other expenses. The forward-looking statements that are contained in this MD&A involve a number of risks and uncertainties. As a consequence, actual results might differ materially from results forecast or suggested in these forward-looking statements. Some of these risks and uncertainties are identified under the heading "RISKS AND UNCERTAINTIES" in this MD&A.
Furthermore, forward-looking statements contained herein are made as of the date of this MD&A and the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.
The Company was incorporated under the laws of Alberta on November 22, 1983 and is listed on the TSX Venture Exchange (the "Exchange") as a Tier 2 life science issuer under the trading symbol "IPA". The Company's common shares were approved for listing on the NASDAQ Global Market ("Nasdaq") under the trading ticker symbol "IPA." Trading on Nasdaq commenced at market open on December 30, 2020. The address of the Company's head office is 3204 - 4464 Markham Street, Victoria, BC V8Z 7X8.
On November 23, 2020, the Company consolidated its issued and outstanding common shares on the basis of five pre-consolidation shares for one post-consolidation share (the "Consolidation"). All references to share and per share amounts in this MD&A have been retroactively restated to reflect the Consolidation.
IMMUNOPRECISE ANTIBODIES LTD.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED JANUARY 31,2021
The Company is an innovation-driven, technology platform company that supports its pharmaceutical and biotechnology company partners in their quest to discover and develop novel, therapeutic antibodies against all classes of disease targets. The Company aims to transform the conventional, multi-vendor, product development model by bringing innovative and high-throughput, data-driven technologies to its partners, incorporating the advantages of diverse antibody repertoires with the Company's therapeutic antibody discovery suite of technologies, to exploit antibodies of broad epitope coverage, multiple antibody formats, valency and size, and to discover antibodies against multiple/rare epitopes.
The Company offers comprehensive support to its partners, starting with customized, computational project design, antigen preparation, an on-site vivarium, proprietary immunization services, high-throughput discovery platforms, functional antibody testing, lead candidate selection, antibody optimization, antibody engineering and manufacturing, all under one contract.
The Company believes that its experience, innovation, technologies, scientific rigor, and focus on producing quality products, provide a unique experience in one-stop service offerings, and assist the Company in its aim to reduce the time required for, and the inherent risk associated with, conventional multi-vendor product development.
The Company has achieved organic revenue growth through market penetration and service diversification in the biologics, CRO space, as well as accretive growth through strategic expansion of its operations into Europe, by acquiring and integrating innovative technologies, and through investments in research and development ("R&D").
The Company's capabilities include, but are not limited to, custom antigen modeling, design and manufacturing; proprietary B cell sorting, screening and sequencing; custom, immune and na ve phage display production and screening; hybridoma production with multiplexed, high-throughput screening and clone-picking; expertise with transgenic animals and multi-species antibody discovery; antibody characterization studies such as affinity measurements, functional assays, epitope mapping and binning; bi-specific, tri-specific, single domain (such as variable domain of the heavy chain "VHH", and variable new antigen receptor "VNAR" (shark)) antibody manufacturing; DNA synthesis and cloning, protein and antibody downstream processing with purification of protein in gram scale levels including characterization and validation; antibody engineering; transient and stable cell line generation; antibody optimization and humanization; and cryopreservation.
The Company's wholly owned subsidiaries, IPA (Canada) Ltd. ("IPA Canada") and IPA (Europe) B.V. (consisting of the former ModiQuest Research B.V. and U-Protein Express B.V.) ("IPA Europe"), have both been designated as approved CROs for leading, transgenic animal platforms producing human antibodies, along with protein manufacturing. Through IPA Canada and IPA Europe, the Company has made strategic investments in R&D activities to develop proprietary technologies enabling the application of its B cell Select and DeepDisplay platforms to a broad range of transgenic animal species and strains.
Operations of the Company
The Company's operations are based in Utrecht and Oss, the Netherlands, Victoria, British Columbia, and Fargo, North Dakota.
IMMUNOPRECISE ANTIBODIES LTD.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED JANUARY 31,2021
IPA Canada operates from Victoria, British Columbia, performing custom antibody generation since its inception. Since the acquisitions of U-Protein Express ("UPE") and Modiquest Research (now together IPA Europe), the Company has focused on optimizing its cutting-edge technologies to support the development of novel therapeutic antibodies, bringing an expanded array of capabilities to partners in Europe, North America and the rest of the world. The Company has sought to increase its capabilities at its Victoria location by adding equipment for protein purification and measuring protein binding kinetics, enlarging the vivarium, and further developing and improving technologies such as its B cell SelectTM platform.
The Company established its executive headquarters in Fargo, North Dakota in 2018 in an effort to bring key members of management under a streamlined chain of command that is responsible for pipeline selection and oversight, policy establishment, finances and accounting, sales and marketing, communication, contracts, information technology governance and administration. The Fargo site is also the address of IPA (ND) Ltd. and IPA (USA) Ltd. ("IPA USA") and offers the potential for future growth plans in the United States.
As of January 1st, 2021, UPE merged with IPA Europe to form one legal entity. The former UPE team continues its operations in the biotechnology hub of Utrecht, the Netherlands and has been operating in the recombinant protein community for close to twenty years, specializing in the manufacture of complex proteins and antibodies in a variety of formats, and from a range of mammalian cell types, using its proprietary expression platform rPEx . UPE's operations have enabled it to successfully support over five thousand different programs for pharmaceutical and biotechnology industries as well as leading, academic institutions.
Research, Development and Therapeutic Discovery Program
CRO services are the main focus of the Company's business activities, though it also continues to develop an intellectual property portfolio of proprietary methods and physical assets through collaborations, acquisitions and in-licensing. The Company has invested strategically in the development and licensing of antibody technologies and related intellectual property assets. These investments have been accompanied by internal discovery programs focused on novel therapeutic antibodies and vaccines in areas such as oncology and COVID-19, and further enable companies to enter into non fee-for-service partnership models of drug discovery, as well as in-license or purchase later-stage programs.
In 2019, the Company formed Talem Therapeutics ("Talem"), based in Cambridge, Massachusetts, to support its internal and partnered therapeutic discovery programs, which includes a license for the use of Ligand Pharmaceuticals' OmniAb transgenic animals pursuant to a commercial platform license and services agreement dated October 30, 2019. Talem has the right to discover, develop and partner fully human antibodies from these animals. Talem offers strategic partnerships with pharma and biotech companies and is the only company to offer these services as a partnership in OmniAb transgenic animals. The ability for investors to support individual assets or portfolios generates an asymmetrical opportunity for investments, while avoiding ImmunoPrecise shareholder dilution. The depth and speed of IPA's offerings enables Talem to customize each program and leverages the Company's expertise and technologies in the antibody discovery.
STRATEGY AND OUTLOOK
The Company's management team places an emphasis on initiatives designed to drive revenue, bolster internal assets and maximize shareholder value. The Company aims to continue to build on revenue and asset generation through internal development and well-informed, strategic acquisitions and joint ventures. The Company's strategy also includes growth through alliances and partnerships, within both its research (Talem) and service sectors, as well as potential new market sectors such as pre-clinical and clinical manufacturing.
IMMUNOPRECISE ANTIBODIES LTD.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED JANUARY 31,2021
The Company's objective is to continue growing as a preferred partner for therapeutic antibody researchers. Therefore, the Company's aim is to deliver a comprehensive and integrated continuum of technologically advanced and high-throughput, data-driven protein and antibody services to its partners to enable them to bring novel therapies to the clinic faster. The Company intends to continue focusing on the development and refinement of its integrated end-to-end platform, which, when coupled with strong scientific know-how, can help partners navigate through the process of lead candidate advancement. The Company offers customized solutions for antibody discovery while providing details via the project management team to ensure partners have the project data they need, with the security measures required to ensure their peace of mind.
The Company believes its strategy is supported by growing trends in pharma and finance. Large pharmaceutical companies continue to outsource research, with trends showing an increase on the reliance of external partners to improve the efficiency and cost of development, increase turnaround time, and access advanced and integrated expertise. A report by Objective Capital Partners dated July 3, 2019 titled "CRO Sector Fundamentals Remain Hot for M&A Consolidation" identified several major drivers of the CRO industry growth, including robust biopharmaceutical funding, accelerated drug approval rates, the growing number of clinical trials, and proliferation of biopharmaceutical companies without own internal research and clinical capabilities.
To streamline, many large pharmaceutical companies are limiting the number of external partners that can be contracted. This is particularly promising for those CROs that fill multiple niches in the discovery and manufacturing pipeline, as the Company believes it can do.
According to a report titled "Global and China Monoclonal Antibody Industry Report, 2019-2025" published in April 2019 on ResearchandMarkets.com, the key industry participants serving the monoclonal antibodies market are Novartis, Merck & Co., Amgen, AbbVie, Johnson & Johnson and Roche. In 2016, Novartis invested U.S.$9 billion in R&D, according to its own publication "Corporate Responsibility Performance Report 2016".
In May 2020 ResearchandMarkets.com stated in their report "Global Antibody Production Market (2020 to 2025) - Growth, Trends, and Forecasts" that investments by pharma and biotech companies in antibody R&D are expected to increase given the rising prevalence of cancer, autoimmune disease and other chronic diseases. Accordingly, a piece on the website for Genetic Engineering & Biotechnology News titled "Antibody Discovery Looks over the Horizon" published on February 7, 2019, antibodies are mainstay in oncology as physicians move away from other types of therapies such as small molecules. In recent years, the success of key pipeline drugs in the immuno-oncology space have been a key component of the record high capital market funding for the biotechnology sector, according to Objective Capital Partners' report on the CRO sector fundamentals, as noted above.
There is an ongoing need for therapeutics to protect against Covid-19 even when a vaccine is available, as vaccines do not provide protection for all individuals. This is particularly true for immunocompromised individuals such as the elderly, cancer patients, individuals with HIV or those undergoing bone marrow and organ transplants, whose immune systems are too weak to mount an effective response upon vaccination. Without 100% protection, important segments of higher exposure risk populations will likely be left unprotected - namely frontline workers and those living in group care.
Therapeutic antibodies are providing breakthrough medicines for cancer, inflammation, autoimmune and infectious diseases due in part to their high on-target affinity and exquisite specificity making them highly efficacious with good safety profiles.
Technological advances in antibody discovery methods such as B cell sorting now enable the rapid and systematic identification of high-quality fully human antibodies from healthy donors, diseased patients and
IMMUNOPRECISE ANTIBODIES LTD.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED JANUARY 31,2021
transgenic animals. Furthermore, when therapeutic antibodies are combined into cocktails, they can provide unique protection against infectious diseases by working synergistically to neutralize pathogens via engaging multiple mechanism of action in concert, boosting potency beyond the sum of their individual components. Single antibodies are vulnerable to mutagenic escape and can be rendered ineffective by a single point mutation in the virus. In contrast, antibody cocktails may protect against mutagenic escape because they cover a larger epitope footprint on the pathogen's surface than possible with a single antibody, providing longer-lasting protection against emerging mutations.
The Company's diverse panel of antibodies with therapeutic potential can be curated into synergistic cocktails, providing opportunities for out-licensing and sponsorship deals which the Company believes would enable it to respond quickly to emerging viral mutants as well as formulation into bi- or multi-specifics. The Company has successfully completed a preclinical study in Syrian hamsters and could demonstrate powerful in vivo efficacy in both therapeutic and prophylactic settings.
The Company is presently manufacturing a selection of preliminary lead candidates of monoclonal antibodies in human format for further preclinical testing and aim to use the resulting data to support conversations with sponsors, potential partners and funding agencies. The Company anticipates similar cocktail formulations, including its bi-specific, cocktail formulations, to also follow into pre-clinical testing in the near-term. As result, the Company anticipates that such developments will provide on-going opportunities for commercialization.
The Company is also testing adjuvanted, protein-based vaccines, based on a well-defined region of the SARS-CoV-2 spike protein. The Company anticipates moving this trial forward to a second pre-clinical study (two animal systems are recommended in the pre-clinical setting) which, following positive results, would be its first vaccine clinical candidate. The Company intends to combine the data obtained from this on-going trial with structural data from electron microscopy imaging of lead therapeutic candidates to inform the final formulation of its Polytope vaccine candidates.
OVERALL PERFORMANCE AND LIQUIDITY
The Company continued to emphasize the value of technologically advanced discovery programs utilizing diverse animal repertoires and multiple technologies with unique advantages, while continuing to take on a larger volume of contracts in general. As a result, revenues of $4,516,000 were achieved for the three months ended January 31, 2021 compared to revenues of $4,034,440 in 2020, a 12% increase and revenues of $13,035,522 were achieved during the nine months ended January 31, 2021 compared to revenues of $9,912,904 in 2020, a 32% increase in revenue for the period. During the three months ended January 31, 2021 the Company sold an internally generated therapeutic antibody asset for $1,188,762.
The Company's gross profit for the three months ended January 31, 2021 was $3,562,153 (79% gross profit margin) compared to gross profit of $2,223,669 (55% gross profit margin) in 2020. For the nine months ended January 31, 2021 gross profit was $8,761,148 (67% gross profit margin) compared to gross profit of $6,090,090 (61% gross profit margin) in 2020. The increase in gross profit was, in part, a result of the sale of an internally generated therapeutic antibody asset that was expensed as research and development in prior periods and the elimination of intercompany cost of sales from the first six months of fiscal 2021. Excluding those one-time transactions gross profit margin would have been 68% and 55% for the three-month periods. For the nine-month periods gross profit margin would have been 64% and 61% excluding the one-time transactions, which is in line with management expectations.
The Company has been expanding its commitment to research and development initiatives aimed at introducing new technological capabilities through both internal development as well as through partnerships. The Company has also undertaken research and development projects related to COVID-19 and has been awarded government grants and subsidies to support those efforts. During the nine months ended January 31, 2021 the Company has
IMMUNOPRECISE ANTIBODIES LTD.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED JANUARY 31,2021
invested $1,358,529 in research and development. The Company recorded $2,276,239 in grant income and subsidies through January 31, 2021.
To support management and the Board of Directors in exercising oversight, the Company has implemented information systems for marketing and sales automation and customer relationship management, as well as accounting and financial reporting, resource planning and project management. Comprehensive operational and management reporting capabilities are being implemented with a view to effectively support a geographically dispersed organization allowing managers access to company data globally. These efforts supported the Company's preparation for its uplist to Nasdaq. In addition to the readiness efforts, the direct costs associated with the Nasdaq uplist during the three and nine months ended January 31, 2021 were $784,806 and $940,120, respectively.
Adjusted EBITDA for the three months ending January 31, 2021 was $836,382, compared to $717,716 for the three months ended January 31, 2020. This increase is related to the increased gross profit offset by the costs associated with the Company's uplist to Nasdaq. Adjusted EBITDA for the nine months ending January 31, 2021 was $2,564,257, a significant increase from the $18,356 for the nine months ended January 31, 2020. This improvement is the result of the increase in revenue, higher gross profit and grant and subsidy income compared to the prior period offset by Nasdaq costs. Adjusted EBITDA is a non-IFRS measure which is fully defined under "Non-IFRS Measures".
As of January 31, 2021, the Company has cash on hand of $15,720,057 compared to $2,605,706 as at April 30, 2020, a result of exercised warrants and exercised stock options. The Company's forecast indicates the cash on hand will sustain its existing operations, support its Nasdaq uplist cost and satisfy its obligations through at least 2022.
On February 8, 2021, the Company closed a public offering of 1,616,293 common shares of the Company, at a price of U.S. $13.45 per common share for gross proceeds of U.S. $21,739,141, net proceeds less underwriting discounts and commissions of U.S. $19,524,227.
On February 10, 2021, the Company also issued an additional 242,443 common shares at a price of U.S. $13.45 per common share for gross proceeds of U.S. $3,260,858, net proceeds less underwriting discounts and commissions of U.S. $2,967,735.
The Company may need to raise additional capital to fund its strategic goals and there can be no assurances that sufficient funding, including adequate financing, will be available. The ability of the Company to arrange additional financing in the future depends in part, on the prevailing capital market conditions and profitability of its operations.
IMMUNOPRECISE ANTIBODIES LTD.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED JANUARY 31,2021
RESULTS OF OPERATIONS
Comparison of three months ended January 31, 2021 and 2020
The Company achieved revenues of $4,516,000 during the three months ended January 31, 2021, compared to revenues of $4,034,440 in 2020. This represents a $481,560 and 12% increase in revenue for the period. The Company sold an internally generated therapeutic antibody asset for $1,188,762.
During the three months ended January 31, 2021, the Company achieved a gross profit of $3,562,153 compared to $2,223,669 in 2020, an increase of $1,338,484. The Company's gross margin was 79% in the three months ended January 31, 2021 and 55% in 2020. The increase in gross profit is a result of the sale of an internally generated therapeutic antibody asset that was expensed as research and development in prior periods and the elimination of intercompany cost of sales from the first six months of fiscal 2021. Excluding those one-time transactions gross profit margin would have been 68% and 55% for the three months ended January 31, 2021 and 2020, respectively.
Noteworthy expense variances include:
Other Income (Expenses)
The Company recorded other income of $56,456 during the three months ended January 31, 2021 compared to other expense of ($110,124) in 2020.
Accretion expense is lower than the same period last year by $31,977 as a result of the company making its final deferred payment for the UPE acquisition.
The Company received government grant and subsidies during FY21 as a result of COVID-19 stimulus. See Footnote 16 for further information on government grants and subsidies.
IMMUNOPRECISE ANTIBODIES LTD.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED JANUARY 31,2021
The Company recorded a net loss of $1,294,384 during the three months ended January 31, 2021, compared to net loss of $625,837 for the three months ended January 31, 2020. The higher net loss is a result of higher gross profit offset primarily by increased expenses including salaries and incentive, share based payments and the Nasdaq uplist.
Comparison of the nine months ended January 31, 2021 and 2020
The Company achieved revenues of $13,035,522 during the nine months ended January 31, 2021, compared to revenues of $9,912,904 in 2020. This represents a 32% increase in revenue for the period. The increasing revenue trend is due to increases in both volume and financial values of client contracts because of continued focus on expanding the breadth and depth of technologies available in-house, new partner onboarding, including top pharma companies, growing its core existing partner business and the sale of an internally generated therapeutic antibody asset for approximately $1,188,762.
During the nine months ended January 31, 2021 gross profit was $8,761,148 (67% gross profit margin) compared to gross profit of $6,090,090 (61% gross profit margin) in 2020. The increase in gross profit is, in part, a result of the sale of an internally generated asset that was expensed as research and development in prior periods and the elimination of intercompany cost of sales from the first six months of fiscal 2021. Excluding those one-time transactions gross profit margin would have been 64% and 61% for the nine months ended January 31, 2021 and 2020, which is in line with management's expectations.
Variances of note in the Company's expenses include:
IMMUNOPRECISE ANTIBODIES LTD.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED JANUARY 31,2021
Other Income (Expenses)
The Company recorded other income of $2,517,047 during the nine months ended January 31, 2021 compared to other expense of ($821,283) in 2020. The increase is primarily related to 2020 government grant income of $1,880,607 and subsidies of $395,632, primarily related to COVID-19, as well as a $588,816 reduction in accretion expense related to its obligations.
The Company recorded a net loss of $2,307,285 during the nine months ended January 31, 2021, compared to net loss of $4,001,580 for the nine months ended January 31, 2020, primarily due to higher gross profit and an increase in Other Income as a result of being awarded research grants offset by higher expenses.
SUMMARY OF QUARTERLY RESULTS
The following table sets out financial information for the past eight quarters:
Three Months Ended ($)
January 31, 2021 October 31, 2020 July 31, 2020 April 30, 2020
Total revenue 4,516,000 4,754,545 3,764,977 4,145,023
Net loss (1,294,384 ) (463,583 ) (549,318 ) (945,846 )
Basic and diluted loss per share* (0.08 ) (0.03 ) (0.05 ) (0.05 )
Three Months Ended ($)
January 31, 2020 October 31, 2019 July 31, 2019 April 30, 2019
Total revenue 4,034,440 3,162,365 2,716,099 2,641,109
Net (loss) (625,837 ) (1,363,545 ) (2,012,198 ) (3,842,317 )
Basic and diluted loss per share* (0.05) (0.10 ) (0.15 ) (0.30 )
*The basic and fully diluted calculations result in the same value due to the anti-dilutive effect of outstanding stock options and warrants.
The Company achieved revenues of $4,516,000 during the three months ended January 31, 2021, which was higher compared to revenues earned during six of the seven prior quarters in part due the sale of an internally generated therapeutic antibody asset. The increasing revenue trend is due to increases in both volume and financial values of partner contracts as a result of continued focus on expanding the breadth and depth of services offered, new partner onboarding including top pharma companies, and growing its core existing partner business.
The Company recorded a net loss of $1,294,384 during the three months ended January 31, 2021, compared to net loss of $625,837 for the three months ended January 31, 2020. The higher net loss is a result of $1,338,484 higher gross profit offset primarily by increased expenses including salaries and incentive, share based payments and the Nasdaq uplist.
The loss of $463,583 during the three months ended October 31, 2020 and $549,318 during the three months ended July 31, 2020, were lower compared to the net losses during the quarters ended April 30, 2020 and January 31, 2020. This trend is due to higher revenue, higher gross profit, and grant and subsidy income, partially offset by higher operating expenses.
IMMUNOPRECISE ANTIBODIES LTD.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED JANUARY 31,2021
The loss of $2,012,198 for the quarter ended July 31, 2019 was also higher compared to the other quarters, primarily as a result of higher non-cash expenses: amortization of acquired companies' intangible assets, depreciation of leased assets as a result of implementing IFRS 16, Leases, and the accretion expense on deferred acquisition payments. In addition, the Company continued to invest in research and development in pursuit of its goal of broadening the breadth and value of its intellectual property assets in techniques inherent in the production of human antibodies through new working partnerships with several companies with leading transgenic platforms.
The loss of $3,842,317 for the quarter ended April 30, 2019 was greater than other quarters, as the Company invested heavily in growth enabling initiatives during the quarter and also due to the catch-up amortization recorded of intangible assets which were acquired as a result of the acquisitions of U-Protein and IPA Europe.
The following are non-IFRS measures and investors are cautioned not to place undue reliance on them and are urged to read all IFRS accounting disclosures present in the condensed interim consolidated financial statements and accompanying notes for the three and nine months ended January 31, 2021.
The Company uses certain non-IFRS financial measures as supplemental indicators of its financial and operating performance. These non-IFRS financial measures include adjusted operating EBITDA and adjusted operating expenses. The Company believes these supplementary financial measures reflect the Company's ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in its business. These non-IFRS measures do not have any standardized meaning prescribed under IFRS and are therefore unlikely to be comparable to similar measures presented by other companies.
The Company defines adjusted operating EBITDA as operating earnings before interest, accretion, taxes, depreciation, amortization, share-based compensation, foreign exchange gain/loss, and asset impairment charges. Adjusted operating EBITDA is presented on a basis consistent with the Company's internal management reports. The Company discloses adjusted operating EBITDA to capture the profitability of its business before the impact of items not considered in management's evaluation of operating unit performance.
The Company defines adjusted operating expenses as operating expenses before taxes, interest, share-based compensation, depreciation, amortization, accretion, foreign exchange loss (gain), and asset impairment charges. Adjusted operating expenses are presented on a basis consistent with the Company's internal management reports. The non-IFRS measures are reconciled to reported IFRS figures in the tables below:
Three months ended January 31, Nine months ended January 31,
2021 2020 2021 2020
$ $ $ $
Net loss (1,294,384 ) (625,837 ) (2,307,285 ) (4,001,580 )
Income taxes 89,463 138,887 323,916 193,171
Amortization expense 936,187 783,076 2,821,847 2,077,460
Accretion 77,916 109,893 286,937 875,753
Foreign exchange loss (gain) 96,178 28,978 141,981 (88,329 )
Interest expense 91,153 139,388 398,183 373,136
Interest and other income (12,710 ) 231 (527,745 ) (54,470 )
Share-based payments 852,579 143,100 1,426,423 643,215
Adjusted EBITDA 836,382 717,716 2,564,257 18,356
IMMUNOPRECISE ANTIBODIES LTD.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED JANUARY 31,2021
Three months ended January 31, Nine months ended January 31,
2021 2020 2021 2020
$ $ $ $
Operating expenses (4,823,530 ) (2,600,495 ) (13,261,564 ) (9,077,216 )
Amortization expense 731,211 783,076 2,124,956 2,077,460
Foreign exchange loss (gain) 96,178 28,978 141,981 (88,329 )
Interest expense 91,153 139,388 398,183 373,136
Share-based payments 852,579 143,100 1,426,423 643,215
Adjusted Operating Expenses (3,052,409 ) (1,505,953 ) (9,170,021 ) (6,071,734 )
FINANCING ACTIVITIES
On September 26, 2019, the Company modified the terms of $2,750,000 debentures to extend the due date by 6 months to March 26, 2020, with the ability to pay earlier with no penalty, and increased the interest rate to 12.5%. The remaining debentures of $125,000 were paid on maturity.
On March 26, 2020, the Company settled $700,000 of the $2,750,000 debentures plus accrued interest of $46,875 by issuing 248,959 common shares. The fair value of the 248,959 common shares issued was determined to be $858,906. The settlement resulted in a loss of $112,031. $50,000 of the Debentures were paid on maturity. The maturity date of the remaining debentures of $2,000,000 was extended to September 26, 2020. The Company repaid the remaining balance of $2,000,000 plus interest during the three months ended October 31, 2020.
On April 15, 2020, the Company was approved for a US$209,000 loan under the Payroll Protection Program ("PPP") administered by the U.S. Small Business Administration. The loan accrued interest at 1% per annum and was to be repayable in monthly installments of US$11,761 starting in November 2020 until April 2022. The PPP is a US$349 billion loan program that originated from the U.S. Coronavirus Aid, Relief and Economic Security (CARES) Act. The PPP loan had a term of two years, was unsecured, and was guaranteed by the U.S. Small Business Administration. The loan is forgiven if the proceeds are used by the Company to cover payroll costs (including benefits), with up to 25% allowed for rent and utilities, during the eight-week period following the loan origination date. The Company met the requirements for full loan forgiveness.
During the year ended April 30, 2020, the Company issued 11,000 common shares pursuant to exercise of stock options for total gross proceeds of $16,500.
During the year ended April 30, 2020, the Company issued 136,194 common shares pursuant to exercise of warrants for total gross proceeds of $476,679.
On May 1, 2020, the Company issued 132,833 common shares pursuant to the second deferred payment for the acquisition of IPA Europe. The common shares were valued at $511,405.
On May 15, 2020, the Company closed a non-brokered private placement financing by issuing 10% convertible debentures ("New Debentures") for total proceeds of $2,592,000. On May 27, 2020, the Company issued an additional $35,000 of the 10% New Debentures. In total, the Company issued $2,627,000 of the New Debentures. The New Debentures are unsecured, bear interest at a rate of 10% per year and payable at maturity. The maturity date is May 15, 2022 for $2,592,000 of the New Debentures and May 22, 2022 for $35,000 of the New
IMMUNOPRECISE ANTIBODIES LTD.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED JANUARY 31,2021
Last updated: Mar 18, 2021