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FIRST QUARTER INTERIM FINANCIAL STATEMENTS Exhibit Interim Consolidated Financial Statements (unaudited) Oncolytics Biotech Inc.

Key Takeaway: Interim Consolidated Financial Statements Oncolytics Biotech Inc. March 31, 2020 and 2019 ONCOLYTICS BIOTECH INC. INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION As at Notes March 31, 2020 $ December 31, 2019 $ Assets Current assets Cash and cash equivalents

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Interim Consolidated Financial Statements
Oncolytics Biotech Inc.
March 31, 2020 and 2019
ONCOLYTICS BIOTECH INC.
INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
As at Notes March 31, 2020 $ December 31, 2019 $
Assets
Current assets
Cash and cash equivalents 3 30,567,480 14,148,021
Other receivables 9 127,495 2,068,772
Prepaid expenses 3,210,313 2,713,591
Total current assets 33,905,288 18,930,384
Non-current assets
Property and equipment 290,194 296,768
Right-of-use assets 357,290 430,713
Total non-current assets 647,484 727,481
Total assets 34,552,772 19,657,865
Liabilities And Shareholders' Equity (Deficit)
Current Liabilities
Accounts payable and accrued liabilities 2,778,237 3,173,218
Other liabilities 9 712,982 847,215
Lease liabilities 343,859 339,846
Warrant derivative 4 462,039 8,508,764
Total current liabilities 4,297,117 12,869,043
Non-current liabilities
Contract liability 8 6,730,287 6,730,287
Lease liabilities 93,355 166,429
Total non-current liabilities 6,823,642 6,896,716
Total liabilities 11,120,759 19,765,759
Commitments and contingencies 9
Shareholders' equity (deficit)
Share capital Authorized: unlimited Issued: March 31, 2020 - 37,817,113 December 31, 2019 - 32,198,453 5 333,789,397 311,077,859
Warrants 3,617,570 3,617,570
Contributed surplus 6 29,472,344 29,338,849
Accumulated other comprehensive income 759,313 464,101
Accumulated deficit (344,206,611 ) (344,606,273 )
Total shareholders' equity (deficit) 23,432,013 (107,894 )
Total liabilities and equity (deficit) 34,552,772 19,657,865
See accompanying notes
ONCOLYTICS BIOTECH INC.
INTERIM CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS)
For the three month period ending March 31, Notes 2020 $ 2019 $
Expenses
Research and development 6, 13, 14, 16 2,529,646 3,051,902
Operating 6, 13, 14 2,993,388 1,791,812
Loss before the following (5,523,034 ) (4,843,714 )
Change in fair value of warrant derivative 4 4,151,982 -
Foreign exchange gain (loss) 13, 16 1,704,805 (145,018 )
Interest income, net 65,909 49,981
Net income (loss) 399,662 (4,938,751 )
Other comprehensive income (loss) items that may be reclassified to net income (loss)
Translation adjustment 295,212 (59,433 )
Net comprehensive income (loss) 694,874 (4,998,184 )
Earnings (loss) per common share
Basic 7 0.01 (0.27 )
Diluted 7 (0.04 ) (0.27 )
See accompanying notes
ONCOLYTICS BIOTECH INC.
INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Notes Share Capital $ Warrants $ Contributed Surplus $ Accumulated Other Comprehensive Income $ Accumulated Deficit $ Total $
As at December 31, 2018 285,193,061 3,617,570 28,260,613 607,504 (311,483,385 ) 6,195,363
Net loss and other comprehensive loss - - - (59,433 ) (4,938,751 ) (4,998,184 )
Issued pursuant to incentive share award plan 5 36,845 - (36,845 ) - - -
Issued pursuant to Common Stock Purchase Agreement 5 3,562,608 - - - - 3,562,608
Issued pursuant to "At the Market" Agreement 5 710,293 - - - - 710,293
Share based compensation 6 - - 300,923 - - 300,923
Share issue costs 5 (70,970 ) - - - - (70,970 )
As at March 31, 2019 289,431,837 3,617,570 28,524,691 548,071 (316,422,136 ) 5,700,033
As at December 31, 2019 311,077,859 3,617,570 29,338,849 464,101 (344,606,273 ) (107,894 )
Net income and other comprehensive income - - - 295,212 399,662 694,874
Issued pursuant to stock option plan 5 134,985 - (49,835 ) - - 85,150
Issued pursuant to incentive share award plan 5 209,475 - (209,475 ) - - -
Issued pursuant to "At the Market" Agreement 5 17,529,109 - - - - 17,529,109
Issued pursuant to warrant derivative exercised 4, 5 5,529,266 - - - - 5,529,266
Share based compensation 6 - - 392,805 - - 392,805
Share issue costs 5 (691,297 ) - - - - (691,297 )
As at March 31, 2020 333,789,397 3,617,570 29,472,344 759,313 (344,206,611 ) 23,432,013
See accompanying notes
ONCOLYTICS BIOTECH INC.
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
For the three month period ending March 31, Notes 2020 $ 2019 $
Operating Activities
Net income (loss) for the period 399,662 (4,938,751 )
Depreciation - property and equipment 13 23,045 48,338
Depreciation - right-of-use-assets 13 91,023 90,773
Share based compensation 6, 13, 14 392,805 300,923
Interest expense on lease liabilities 18,209 20,414
Unrealized foreign exchange (gain) loss (1,427,756 ) 84,028
Change in fair value of warrant derivative 4 (4,151,982 ) -
Net change in non-cash working capital 12 699,737 1,008,584
Cash used in operating activities (3,955,257 ) (3,385,691 )
Investing Activities
Acquisition of property and equipment (10,715 ) (2,766 )
Cash used in investing activities (10,715 ) (2,766 )
Financing Activities
Proceeds from exercise of stock options 6 85,150 -
Proceeds from exercise of warrant derivative 5 1,433,142 -
Proceeds from Common Stock Purchase Agreement 5 - 3,529,672
Proceeds from "At the Market" equity distribution agreement 5 16,837,813 672,259
Payment of lease liabilities (113,474 ) (123,905 )
Cash provided by financing activities 18,242,631 4,078,026
Increase in cash 14,276,659 689,569
Cash and cash equivalents, beginning of period 14,148,021 13,699,881
Impact of foreign exchange on cash and cash equivalents 2,142,800 (175,639 )
Cash and cash equivalents, end of period 30,567,480 14,213,811
See accompanying notes
ONCOLYTICS BIOTECH INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1: Incorporation and Nature of Operations
Oncolytics Biotech Inc. was incorporated on April 2, 1998 under the Business Corporations Act (Alberta) as 779738 Alberta Ltd. On April 8, 1998, we changed our name to Oncolytics Biotech Inc.
Our interim consolidated financial statements for the period ended March 31, 2020, were authorized for issue in accordance with a resolution of the Board of Directors (the "Board") on May 7, 2020. We are a limited company incorporated and domiciled in Canada. Our shares are publicly traded on the Nasdaq Capital Markets and the Toronto Stock Exchange. Our registered office is located at 210, 1167 Kensington Crescent NW, Calgary, Alberta, Canada.
We are a development stage biopharmaceutical company that focuses on the discovery and development of pharmaceutical products for the treatment of cancers that have not been successfully treated with conventional therapeutics. Our lead product, pelareorep, is a potential immuno-oncology viral-agent that may be a novel treatment for certain types of cancer and may be an alternative to or used in combination with existing cytotoxic or cytostatic therapies. Our clinical development program for pelareorep emphasizes three programs: chemotherapy combinations to assist the escape of the virus from the vasculature and enhance its distribution in the tumor; immuno-therapy combinations to create an inflamed phenotype promoting synergies with immune checkpoint inhibitors; and immune modulator/targeted combinations to upregulate natural killer cells promoting synergies with targeted therapies.
During the first quarter of 2020, significant declines in stock markets have occurred as a result of COVID-19. The scale and duration of these developments remain uncertain, and the resulting economic downturn could further affect our operations and ability to finance our operations.
Note 2: Basis of Financial Statement Presentation
Our interim consolidated financial statements include our financial statements and the financial statements of our subsidiaries as at March 31, 2020 and are presented in Canadian dollars, our functional currency.
Our accounts are prepared in accordance with International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB"). The accounts are prepared on the historical cost basis, except for certain assets and liabilities which are measured at fair value as explained in the notes to these financial statements.
These interim consolidated financial statements have been prepared in compliance with International Accounting Standard 34 Interim Financial Reporting. The notes presented in these interim consolidated financial statements include only significant events and transactions occurring since our last fiscal year end and are not fully inclusive of all matters required to be disclosed in our annual audited consolidated financial statements. Accordingly, these interim consolidated financial statements should be read in conjunction with our most recent annual audited consolidated financial statements, for the year ended December 31, 2019. We have consistently applied the same accounting policies for all periods presented in these interim consolidated financial statements as those used in our audited consolidated financial statements for the year ended December 31, 2019.
Note 3: Cash Equivalents
Cash equivalents consist of interest bearing deposits with our bank totaling $28,189,168 (December 31, 2019 - $13,058,092). The current annual interest rate earned on these deposits is 1.71% (December 31, 2019 - 1.17%).
Note 4: Warrant Derivative
On August 16, 2019, pursuant to an underwritten public offering, 4,619,773 units were sold at a purchase price of US$0.81 per unit for gross proceeds of US$3,742,016. Each unit included one common share and one common share purchase warrant (see Note 5). Each common share purchase warrant entitled the holder to purchase one common share at an exercise price of US$0.90 until August 16, 2024.
ONCOLYTICS BIOTECH INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Under IFRS 9 Financial Instruments and IAS 32 Financial Instruments: Presentation, warrants with an exercise price denominated in a currency that differs from an entity's functional currency are treated as a derivative measured at fair value with subsequent changes in fair value accounted for through profit and loss. Our warrants with an exercise price of US$0.90 meet this requirement and we have presented the fair value of these warrants as a current liability on the consolidated statement of financial position. As these warrants are exercised, the fair value at the date of exercise and the associated non-cash liability will be included in our share capital along with the proceeds from the exercise. If these warrants expire, the non-cash warrant liability is reversed through the consolidated statement of loss and comprehensive loss. There is no cash flow impact as a result of the accounting treatment for changes in the fair value of the warrant derivative or when warrants expire unexercised.
A reconciliation of the change in fair value of the warrant derivative is as follows:
Number of Warrants Outstanding Fair Value of Warrant Derivative $
As at December 31, 2019 1,684,126 8,508,764
Exercised (1,205,188 ) (4,096,123 )
Change in fair value - (4,151,981 )
Foreign exchange impact - 201,379
As at March 31, 2020 478,938 462,039
During the three month period ending March 31, 2020, we received cash proceeds of US$1,084,669 with respect to warrants exercised.
We use the Black-Scholes valuation model to estimate fair value. The expected volatility is based on the Company's common share historical volatility less an estimated market participant risk adjustment. The risk-free interest rate is based on U.S. Department of Treasury benchmark treasury yield rates with an approximate equivalent remaining term in effect at the time of valuation and the expected life represents the estimated length of time the warrants are expected to remain outstanding.
The estimated fair value of the warrant derivative was determined using the following assumptions:
March 31, 2020 December 31, 2019
Fair value per warrant US$0.68 US$3.89
Underlying share price US$1.38 US$4.76
Risk-free interest rate 0.17% 1.59%
Expected hold period to exercise 1.0 year 1.0 year
Expected share price volatility 90.00% 90.00%
Expected dividend yield Nil Nil
ONCOLYTICS BIOTECH INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 5: Share Capital
Unlimited number of no par value common shares
Issued: Shares
Number Amount $
Balance, December 31, 2018 17,399,749 285,193,061
Issued pursuant to incentive share award plan 323,301 391,917
Issued pursuant to Common Stock Purchase Agreement (a) 2,494,943 5,403,385
Issued pursuant to "At the Market" equity distribution agreement (b) 4,425,040 8,476,454
Issued pursuant to public offering (c) 4,619,773 3,314,429
Issued pursuant to warrant derivative exercised (c) 2,935,647 9,152,869
Share issue costs - (854,256 )
Balance, December 31, 2019 32,198,453 311,077,859
Issued pursuant to stock option plan 37,796 134,985
Issued pursuant to incentive share award plan 83,816 209,475
Issued pursuant to "At the Market" equity distribution agreement (b) 4,291,860 17,529,109
Issued pursuant to warrant derivative exercised (c) 1,205,188 5,529,266
Share issue costs - (691,297 )
Balance, March 31, 2020 37,817,113 333,789,397
During the period ending March 31, 2020, we sold nil (March 31, 2019 - 1,379,024) common shares for gross proceeds of nil (March 31, 2019 - US$2,663,768) and issued nil commitment shares (March 31, 2019 - 11,348). The commitment shares have been valued at fair value of nil (March 31, 2019 - US$21,998) and have been recorded as share issue costs in addition to cash share issue costs of nil (March 31, 2019 - $3,757).
ONCOLYTICS BIOTECH INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
common share purchase warrant entitled the holder to purchase one common share at an exercise price of US$0.90 until August 16, 2024. We incurred transaction costs of $699,427 of which $466,284 were allocated to share issue costs and $233,143 were allocated to operating expenses, based on their relative fair values. In the first quarter of 2020, our share capital included fair value of $4,096,123 in addition to gross proceeds of US$1,084,669 for the 1,205,188 warrants that were exercised (see Note 4).
On June 1, 2017, pursuant to an underwritten public offering, 16,445,000 units were sold for gross proceeds of $11,511,500. Each unit included one common share and one common share purchase warrant. Following the 2018 share consolidation, 9.5 common share purchase warrants entitled the holder to purchase one common share in the capital of the Company until June 1, 2022, at an exercise price of approximately $9.025. These warrants were classified as equity.
The following table summarizes our outstanding equity warrants:
Number of Warrants Outstanding (1) Warrant $
As at December 31, 2019 16,443,500 3,617,570
As at March 31, 2020 16,443,500 3,617,570
(1) Exercisable into 1,730,894 common shares.
Note 6: Share Based Payments
We have issued stock options to acquire common stock through our stock option plan of which the following are outstanding at March 31:
2020 2019
Stock Options Weighted Average Exercise Price $ Stock Options Weighted Average Exercise Price $
Outstanding, beginning of the period 2,246,947 5.31 1,249,361 8.73
Granted during the period 60,000 5.23 - -
Forfeited during the period - - (1,841 ) 6.56
Exercised during the period (37,796 ) 2.25 - -
Outstanding, end of the period 2,269,151 5.36 1,247,520 8.73
Options exercisable, end of the period 1,370,822 7.34 841,439 10.74
ONCOLYTICS BIOTECH INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table summarizes information about the stock options outstanding and exercisable at March 31, 2020:
Range of Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price $ Number Exercisable Weighted Average Exercise Price $
$0.54 - $1.42 100,000 4.56 0.96 66,667 0.75
$1.43 - $1.79 883,333 3.70 1.45 283,342 1.45
$1.80 - $3.39 358,544 4.86 2.73 266,545 2.72
$3.40 - $7.13 451,849 4.51 4.06 339,618 4.02
$7.14 - $63.84 475,425 2.28 16.74 414,650 18.11
2,269,151 3.79 5.36 1,370,822 7.34
Non-exercisable options vest annually over periods ranging from one to three years.
We use the Black-Scholes valuation model to estimate fair value. We use historical data to estimate the expected dividend yield and expected volatility of our stock in determining the fair value of the stock options. The risk-free interest rate is based on the Government of Canada benchmark bond yield rates in effect at the time of grant and the expected life of the options represents the estimated length of time the options are expected to remain outstanding.
The estimated fair value of stock options granted during the period was determined using the Black-Scholes valuation model using the following weighted average assumptions:
2020 2019
Risk-free interest rate 1.63% N/A
Expected hold period to exercise 3.0 years N/A
Expected share price volatility 110.84% N/A
Expected forfeiture rate 3.67% N/A
Expected dividend yield Nil N/A
Weighted average fair value of options $3.51 N/A
Incentive Share Award Plan
Restricted Share Units
We have issued restricted share units ("RSUs") to non-employee directors through our incentive share award plan. Grants of RSUs to non-employee directors vest either immediately, on the third anniversary date from the grant date or when the director ceases to be a member of the board. We have also issued RSUs to certain officers and employees of the Company. Grants of RSUs to certain officers and employees of the Company vest over a three year period. The following RSUs are outstanding at March 31:
2020 2019
Outstanding, beginning of the period 209,657 260,755
Granted during the period 20,660 9,113
Vested and released during the period (79,606 ) (10,929 )
Outstanding, end of the period 150,711 258,939
(1)The weighted average fair value of the RSUs granted was $3.08 in 2020 (2019 - $2.48).
ONCOLYTICS BIOTECH INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Performance Share Units
We have also issued performance share units ("PSUs") to certain officers and employees of the Company. Grants of PSUs require completion of certain performance criteria and cliff vest after 3 years or vest over a three year period, depending on the grant. PSU grants to certain officers will vest immediately upon a change of control of the Company. If certain officers cease employment with the Company, vesting occurs on a pro rata basis prior to the third anniversary of the grant but after the first anniversary. The following PSUs are outstanding at March 31:
2020 2019
Outstanding, beginning of the period 61,051 63,156
Vested and released during the period (4,210 ) (2,105 )
Outstanding, end of the period 56,841 61,051
We have reserved 3,781,711 common shares for issuance relating to our outstanding equity compensation plans. Compensation expense related to stock options, RSUs and PSUs was $392,805 for the period ending March 31, 2020 (March 31, 2019 - $300,923).
Note 7: Earnings (Loss) Per Common Share
The basic and diluted earnings (loss) per share have been calculated based on the following net income (loss) and weighted average shares outstanding:
2020 2019
Net income (loss) available for common shareholders - basic $ 399,662 $ (4,938,751 )
Effect of warrant derivative (1,957,715 ) -
Net loss available for common shareholders - diluted $ (1,558,053 ) $ (4,938,751 )
Weighted average number of shares - basic 35,865,707 18,425,919
Effect of stock options and share awards 706,186 -
Effect of warrant derivative 661,178 -
Weighted average number of shares - diluted 37,233,071 18,425,919
Earnings (loss) per common share - basic $ 0.01 $ (0.27 )
Loss per common share - diluted $ (0.04 ) $ (0.27 )
The effect of any potential exercises of warrants, stock options, RSUs and PSUs outstanding is excluded from the calculation of diluted loss per share in periods where the effect would be anti-dilutive.
Note 8: Contract Liability
Regional licensing agreement
We entered into a regional licensing agreement (the "Licensing Agreement") with Adlai Nortye Biopharma Co., Ltd. ("Adlai") in November 2017. Under the terms of the Licensing Agreement, Adlai will have exclusive development and commercialization rights to pelareorep in China, Hong Kong, Macau, Singapore, South Korea and Taiwan. We are entitled to receive upfront license fees, development and regulatory milestone payments, royalties and sales-based milestone payments.
Warrant purchase agreement
We also entered into a warrant purchase agreement with Adlai. As at March 31, 2020, we were entitled to the following:
ONCOLYTICS BIOTECH INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
This common share purchase warrant expires on November 14, 2020.
Our contract liability balance, which we expect to record in revenue over the next five years, is as follows:
March 31, 2020 $ December 31, 2019 $
Balance, beginning of the period 6,730,287 6,730,287
Regional licensing agreement - -
Revenue recognized in the period - -
Balance, end of the period 6,730,287 6,730,287
Contract liability - non-current 6,730,287 6,730,287
6,730,287 6,730,287
We are committed to payments totaling $5,667,553 for activities related to our clinical trial, manufacturing and collaboration programs which are expected to occur over the next two years.
Our commitments include one-half of the committed payments related to our collaboration with Merck KGaA, Darmstadt, Germany, and Pfizer Inc ("Pfizer"), known as BRACELET-1, as the cost of this phase 2 clinical trial will be shared equally between Oncolytics and Pfizer. As at March 31, 2020, we recorded nil (December 31, 2019 - US$1,500,000) in other receivables related to an upfront payment of BRACELET-1 cost from Pfizer per the terms of the collaboration agreement with US$502,560 (December 31, 2019 - US$652,306) in other liabilities representing future trial costs to be incurred.
Under a clinical trial agreement entered into with the Alberta Cancer Board ("ACB"), we have agreed to repay the amount funded under the agreement together with a royalty, to a combined maximum amount of $400,000 plus an overhead repayment of $100,000, upon sales of a specified product. We agreed to repay the ACB in annual installments in an amount equal to the lesser of: (a) 5% of gross sales of a specified product; or (b) $100,000 per annum once sales of a specified product commence.
Our portfolio of leases consists of office spaces with initial lease terms generally between 3 to 5 years. We currently do not have leases with variable lease payments, residual value guarantees, extension or termination options, or leases not yet commenced to which we are committed.
Our total undiscounted lease liability as at March 31, 2020 is as follows:
Maturity analysis - contractual undiscounted cash flows
March 31, 2020
Less than one year 384,788
One to five years 96,010
More than five years -
Total undiscounted lease liability as at March 31, 2020 480,798
ONCOLYTICS BIOTECH INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Last updated: May 8, 2020