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THIRD QUARTER INTERIM FINANCIAL STATEMENTS Document Interim Consolidated Financial Statements (unaudited) Oncolytics Biotech Inc.

Key Takeaway: Interim Consolidated Financial Statements Oncolytics Biotech Inc. September 30, 2021 and 2020 ONCOLYTICS BIOTECH INC. INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (in Canadian dollars, except share amounts) As at September 30, 2021 December 31, 2020 Assets Curr

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Interim Consolidated Financial Statements
Oncolytics Biotech Inc.
September 30, 2021 and 2020
ONCOLYTICS BIOTECH INC.
INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(in Canadian dollars, except share amounts)
As at September 30, 2021 December 31, 2020
Assets
Current assets
Cash and cash equivalents (note 3) $ 48,087,369 $ 31,219,574
Other receivables 251,319 89,661
Prepaid expenses 3,254,568 2,427,200
Total current assets 51,593,256 33,736,435
Non-current assets
Property and equipment 340,726 236,664
Right-of-use assets (note 9) 659,354 372,468
Total non-current assets 1,000,080 609,132
Total assets $ 52,593,336 $ 34,345,567
Liabilities And Shareholders' Equity
Current Liabilities
Accounts payable and accrued liabilities $ 2,334,251 $ 1,805,015
Other liabilities - 123,985
Lease liabilities (note 9) 268,762 248,885
Warrant derivative (note 4) 106,063 531,228
Total current liabilities 2,709,076 2,709,113
Non-current liabilities
Contract liability (note 8) 6,730,287 6,730,287
Lease liabilities (note 9) 441,981 153,174
Total non-current liabilities 7,172,268 6,883,461
Total liabilities 9,881,344 9,592,574
Commitments and contingencies (note 9)
Shareholders' equity
Share capital (note 5) Authorized unlimited Issued September 30, 2021 - 54,976,453 December 31, 2020 - 46,166,980 391,166,760 356,824,172
Warrants (note 5) 3,617,570 3,617,570
Contributed surplus (note 6) 33,185,565 31,022,356
Accumulated other comprehensive income 406,450 400,225
Accumulated deficit (385,664,353) (367,111,330)
Total shareholders' equity 42,711,992 24,752,993
Total liabilities and shareholder's equity $ 52,593,336 $ 34,345,567
See accompanying notes
ONCOLYTICS BIOTECH INC.
INTERIM CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS
(in Canadian dollars, except share amounts)
Three Months Ended September 30, Nine Months Ended September 30,
2021 2020 2021 2020
Expenses
Research and development (note 6, 13, 14) $ 3,278,705 $ 3,854,272 $ 9,240,900 $ 8,883,046
Operating (note 6, 13, 14) 2,876,312 2,461,642 9,539,188 8,503,602
Loss before the following (6,155,017) (6,315,914) (18,780,088) (17,386,648)
Change in fair value of warrant derivative (note 4) 52,216 60,264 (32,405) 3,705,096
Foreign exchange gain (loss) (note 13, 16) 1,212,070 (506,349) 190,164 393,358
Interest income, net 25,740 13,367 76,457 111,809
Loss before income taxes (4,864,991) (6,748,632) (18,545,872) (13,176,385)
Income tax expense (7,151) - (7,151) -
Net loss (4,872,142) (6,748,632) (18,553,023) (13,176,385)
Other comprehensive income (loss) items that may be reclassified to net loss
Translation adjustment 94,907 (68,212) 6,225 80,557
Net comprehensive loss $ (4,777,235) $ (6,816,844) $ (18,546,798) $ (13,095,828)
Basic and diluted loss per common share (note 7) $ (0.09) $ (0.16) $ (0.35) $ (0.34)
Weighted average number of shares (basic and diluted) (note 7) 54,960,650 41,720,230 53,003,541 39,072,900
See accompanying notes
ONCOLYTICS BIOTECH INC.
INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(in Canadian dollars)
Share Capital Warrants Contributed Surplus Accumulated Other Comprehensive Income Accumulated Deficit Total
As at December 31, 2019 $ 311,077,859 $ 3,617,570 $ 29,338,849 $ 464,101 $ (344,606,273) $ (107,894)
Net loss and other comprehensive loss - - - 80,557 (13,176,385) (13,095,828)
Issued pursuant to stock option plan (note 5) 162,812 - (60,024) - - 102,788
Issued pursuant to incentive share award plan (note 5) 358,690 - (358,690) - - -
Issued pursuant to At the Market Agreement (note 5) 28,147,501 - - - - 28,147,501
Issued pursuant to warrant derivative exercised (note 4, 5) 6,332,778 - - - - 6,332,778
Share-based compensation (note 6) - - 854,521 - - 854,521
Share issue costs (note 5) (1,263,170) - - - - (1,263,170)
As at September 30, 2020 $ 344,816,470 $ 3,617,570 $ 29,774,656 $ 544,658 $ (357,782,658) $ 20,970,696
As at December 31, 2020 $ 356,824,172 $ 3,617,570 $ 31,022,356 $ 400,225 $ (367,111,330) $ 24,752,993
Net loss and other comprehensive income - - - 6,225 (18,553,023) (18,546,798)
Issued pursuant to stock option plan (note 5) 321,697 - (120,747) - - 200,950
Issued pursuant to incentive share award plan (note 5) 413,282 - (413,282) - - -
Issued pursuant to At the Market Agreement (note 5) 34,168,071 - - - - 34,168,071
Issued pursuant to warrant derivative exercised (note 4, 5) 686,616 - - - - 686,616
Share-based compensation (note 6) - - 2,697,238 - - 2,697,238
Share issue costs (note 5) (1,247,078) - - - - (1,247,078)
As at September 30, 2021 $ 391,166,760 $ 3,617,570 $ 33,185,565 $ 406,450 $ (385,664,353) $ 42,711,992
See accompanying notes
ONCOLYTICS BIOTECH INC.
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
(in Canadian dollars)
Three Months Ended September 30, Nine Months Ended September 30,
2021 2020 2021 2020
Operating Activities
Net loss for the period $ (4,872,142) $ (6,748,632) $ (18,553,023) $ (13,176,385)
Depreciation - property and equipment (note 13) 11,089 21,891 106,979 67,520
Depreciation - right-of-use-assets (note 13) 73,434 87,878 248,111 271,034
Share-based compensation (note 6, 13, 14) 1,006,920 201,076 2,697,238 854,521
Interest expense on lease liabilities 27,589 17,970 65,848 51,064
Unrealized foreign exchange (gain) loss (1,153,206) 360,258 79,925 (368,419)
Change in fair value of warrant derivative (note 4) (52,216) (60,264) 32,405 (3,705,096)
Net change in non-cash working capital (note 12) 1,225,536 (3,293) (775,818) (331,243)
Cash used in operating activities (3,732,996) (6,123,116) (16,098,335) (16,337,004)
Investing Activities
Acquisition of property and equipment (204,638) (15,556) (211,236) (29,305)
Cash used in investing activities (204,638) (15,556) (211,236) (29,305)
Financing Activities
Proceeds from exercise of stock options (note 6) 4,834 - 200,950 102,788
Proceeds from exercise of warrant derivative (note 4, 5) - - 230,946 1,696,460
Proceeds from At the Market equity distribution agreement (note 5) (9,230) 3,597,300 32,920,993 26,884,331
Payment of lease liabilities (75,274) (114,838) (285,502) (347,946)
Cash (used) provided by financing activities (79,670) 3,482,462 33,067,387 28,335,633
(Decrease) increase in cash (4,017,304) (2,656,210) 16,757,816 11,969,324
Cash and cash equivalents, beginning of period 50,799,432 29,911,351 31,219,574 14,148,021
Impact of foreign exchange on cash and cash equivalents 1,305,241 (544,339) 109,979 593,457
Cash and cash equivalents, end of period $ 48,087,369 $ 26,710,802 $ 48,087,369 $ 26,710,802
See accompanying notes
ONCOLYTICS BIOTECH INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(in Canadian dollars, except share amounts)
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 September 30, 2021, were authorized for issue in accordance with a resolution of the Board of Directors (the Board ) on November 4, 2021. 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 principal place of business is located at 804, 322 11th Avenue SW, 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 centers on key immunotherapy combinations. Specifically, immunotherapy combinations in which pelareorep has the potential to provoke specific innate and adaptive immune responses when combined with checkpoint blockade therapy, chemotherapy and or targeted therapies.
The full extent to which the coronavirus infectious disease 2019 ( COVID-19 ) pandemic may directly or indirectly impact our business, results of operations and financial condition, including our ability to finance our operations, expenses, clinical trials, and research and development costs, will depend on future developments that are evolving and highly uncertain, such as the duration and severity of outbreaks, including potential future waves or cycles, and the effectiveness of actions taken to contain and treat COVID-19. We considered the potential impact of COVID-19 when making certain estimates and judgments relating to the preparation of these interim consolidated financial statements. While there was no material impact to our interim consolidated financial statements as of and for the period ended September 30, 2021, our future assessment of the magnitude and duration of COVID-19, as well as other factors, could result in a material impact to our consolidated financial statements in future reporting periods.
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 September 30, 2021 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, 2020. 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, 2020.
Note 3 Cash Equivalents
Cash equivalents consist of interest bearing deposits with our bank totaling $46,638,294 (December 31, 2020 - $30,361,591). The current annual interest rate earned on these deposits is 0.46% (December 31, 2020 - 0.36%).
ONCOLYTICS BIOTECH INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(in Canadian dollars, except share amounts)
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.
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 (1,418,369) (4,636,317)
Change in fair value - (3,491,928)
Foreign exchange impact - 150,709
As at December 31, 2020 265,757 $ 531,228
Exercised (201,722) (455,670)
Change in fair value - 32,405
Foreign exchange impact - (1,900)
As at September 30, 2021 64,035 $ 106,063
During the nine months ended September 30, 2021, we received cash proceeds of US$181,550 (September 30, 2020 - US$1,276,532) 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
September 30, 2021 December 31, 2020
Fair value per warrant US$1.30 US$1.57
Underlying share price US$2.09 US$2.38
Risk-free interest rate 0.09% 0.10%
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
(in Canadian dollars, except share amounts)
Note 5 Share Capital
Unlimited number of no par value common shares
Shares
Number Amount
As at December 31, 2019 32,198,453 $ 311,077,859
Issued pursuant to stock option plan 133,454 385,022
Issued pursuant to incentive share award plan 234,172 732,367
Issued pursuant to At the Market (ATM) equity distribution agreement (a)(c) 12,182,532 40,037,786
Issued pursuant to warrant derivative exercised (b) 1,418,369 6,332,778
Share issue costs - (1,741,640)
As at December 31, 2020 46,166,980 $ 356,824,172
Issued pursuant to stock option plan 96,493 321,697
Issued pursuant to incentive share award plan 110,229 413,282
Issued pursuant to At the Market (ATM) equity distribution agreement (c)(d) 8,401,029 34,168,071
Issued pursuant to warrant derivative exercised (b) 201,722 686,616
Share issue costs - (1,247,078)
As at September 30, 2021 54,976,453 $ 391,166,760
(a)On October 24, 2018, we entered into an ATM equity offering sales agreement with Canaccord Genuity Inc. The ATM allowed us, at our sole discretion, to issue common shares, at prevailing market prices, with an aggregate offering value of up to US$30,000,000 over a 19-month period through the facilities of the Nasdaq Capital Market in the United States. This sales agreement expired on June 4, 2020 and no shares were issued during the nine months ended September 30, 2021. During the nine months ended September 30, 2020, we sold 6,741,518 common shares for gross proceeds of US$17,538,342 at an average price of US$2.60. We received, net of commissions of US$526,150, proceeds of US$17,012,192. In total, we incurred share issue costs (including commissions) of $856,754.
(b)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. Each unit included one common share with a fair value of US$0.54 and one common share purchase warrant with a fair value of US$0.27. These warrants were classified as a financial liability. 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. During the nine months ended September 30, 2021, our share capital included fair value of $455,670 (September 30, 2020 - $4,636,317) in addition to gross proceeds of US$181,550 (September 30, 2020 - US$1,276,532) for the 201,722 (September 30, 2020 - 1,418,369) warrants that were exercised (see Note 4).
(c)On June 15, 2020, we entered into an ATM equity distribution agreement with Canaccord Genuity Inc. The ATM allowed us, at our sole discretion, to issue common shares, at prevailing market prices, with an aggregate offering value of up to US$40,000,000 over a 25-month period through the facilities of the Nasdaq Capital Market in the United States. During the nine months ended September 30, 2021, we sold 5,685,097 (September 30, 2020 - 1,807,878) common shares for gross proceeds of US$18,503,188 (September 30, 2020 - US$3,479,212) at an average price of US$3.25 (September 30, 2020 - US$1.92). We received, net of commissions of US$555,096 (September 30, 2020 - US$104,376), proceeds of US$17,948,092 (September 30, 2020 - US$3,374,836). In total, we incurred share issue costs (including commissions) of $707,421 (September 30, 2020 - $406,416). On March 4, 2021, we terminated the June 15, 2020 ATM equity distribution agreement.
(d)On March 5, 2021, we entered into an ATM equity distribution agreement with Canaccord Genuity Inc. The ATM allows us, at our sole discretion, to issue common shares, at prevailing market prices, with an aggregate offering value of up to
ONCOLYTICS BIOTECH INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(in Canadian dollars, except share amounts)
US$80,000,000 over a 16-month period through the facilities of the Nasdaq Capital Market in the United States. During the nine months ended September 30, 2021, we sold 2,715,932 common shares for gross proceeds of US$8,654,892 at an average price of US$3.19. We received, net of commissions of US$259,647, proceeds of US$8,395,245. In total, we incurred share issue costs (including commissions) of $539,657.
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, 2020 16,443,500 $ 3,617,570
As at September 30, 2021 16,443,500 $ 3,617,570
(1) Exercisable into 1,730,894 common shares.
Note 6 Share-Based Compensation
We have issued stock options to acquire common stock through our stock option plan of which the following are outstanding at September 30
2021 2020
Stock Options Weighted Average Exercise Price $ Stock Options Weighted Average Exercise Price $
Outstanding, beginning of the period 3,764,055 4.08 2,246,947 5.31
Granted during the period 1,267,500 3.40 205,000 3.40
Forfeited during the period (88,945) 7.04 (131,418) 3.54
Expired during the period (4,156) 41.53 - -
Exercised during the period (96,493) 2.08 (45,120) 2.28
Outstanding, end of the period 4,841,961 3.85 2,275,409 5.30
Options exercisable, end of the period 2,236,960 4.73 1,366,248 7.21
ONCOLYTICS BIOTECH INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(in Canadian dollars, except share amounts)
The following table summarizes information about the stock options outstanding and exercisable at September 30, 2021
Range of Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price $ Number Exercisable Weighted Average Exercise Price $
$0.54 - $1.79 749,997 2.28 1.39 488,339 1.36
$1.80 - $3.01 461,573 3.98 2.71 324,073 2.69
$3.02 - $3.90 2,999,049 3.61 3.29 813,206 3.29
$3.91 - $7.41 478,516 1.98 6.09 458,516 6.13
$7.42 - $40.00 152,826 1.55 23.36 152,826 23.36
4,841,961 3.21 3.85 2,236,960 4.73
Option grants vest either immediately or 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
2021 2020
Risk-free interest rate 0.50% 0.66%
Expected hold period to exercise 3.0 years 3.0 years
Expected share price volatility 111.37% 110.58%
Expected dividend yield Nil Nil
Weighted average fair value of options $2.27 $2.27
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 September 30
2021 2020
Outstanding, beginning of the period 134,618 209,657
Granted during the period - 43,501
Released during the period (53,388) (118,721)
Outstanding, end of the period 81,230 134,437
(1) The weighted average fair value of the RSUs granted was nil in 2021 (2020 - $2.73).
ONCOLYTICS BIOTECH INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(in Canadian dollars, except share amounts)
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. The following PSUs are outstanding at September 30
2021 2020
Outstanding, beginning of the period 56,841 61,051
Released during the period (56,841) (4,210)
Outstanding, end of the period - 56,841
We have reserved 5,497,645 common shares for issuance relating to our outstanding equity compensation plans. Compensation expense related to stock options, RSUs and PSUs were $1,006,920 and $2,697,238 for the three and nine months ended September 30, 2021, respectively (September 30, 2020 - $201,076 and $854,521, respectively).
Note 7 Loss Per Common Share
Loss per common share is calculated using net loss for the period and the weighted average number of common shares outstanding for the three and nine months ended September 30, 2021 of 54,960,650 and 53,003,541, respectively (September 30, 2020 - 41,720,230 and 39,072,900, respectively). The effect of any potential exercise of our stock options and warrants outstanding during the year has been excluded from the calculation of diluted loss per common share, as it 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.
Our contract liability balance, which we expect to record in revenue over the next five years, is as follows
September 30, 2021 December 31, 2020
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 $8,904,519 for activities mainly related to our clinical trial, manufacturing and collaboration programs which are expected to occur over the next two years.
ONCOLYTICS BIOTECH INC.
Last updated: Nov 5, 2021