EX-99.1 2 exh_991.htm EXHIBIT 99.1

Exhibit 99.1

 

 

 

Interim condensed consolidated financial statements of

 

Medicenna Therapeutics Corp.

 

(Expressed in Canadian Dollars)

 

For the three and six months ended September 30, 2022

 

 

 

 

 

 

Medicenna Therapeutics Corp.

Interim Condensed Consolidated Statements of Financial Position

(Expressed in thousands of Canadian Dollars, except for share and per share amounts)

(Unaudited)

 

as at

     September 30, 2022      March 31, 2022  
    $    $ 

Assets

        
Current assets          
Cash and cash equivalents   40,009    20,535 
Prepaids and deposits   2,339    1.548 
Other receivables   149    1,308 
    42,497    23,391 
Intangible assets (Note 8)   63    65 
    42,560    23,456 
           

Liabilities

          
Current liabilities          
Accounts payable and accrued liabilities   2,937    2,621 
    2,937    2,621 
           

Warrant derivative (Note 6)

   5,707    - 
    8,644    2,621 
           

Shareholders' Equity

          
Common shares (Note 3)   100,977    83,671 
Contributed surplus (Notes 4 and 5)   8,763    7,926 
Accumulated other comprehensive income   160    171 
Deficit   (75,984)   (70,933)
    33,916    20,835 
    42,560    23,456 

 

 

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

 

1

 

Medicenna Therapeutics Corp.

Interim Condensed Consolidated Statements of Loss and Comprehensive Loss

(Expressed in thousands of Canadian Dollars, except for share and per share amounts)

(Unaudited)

 

    

3 months ended

September 30,
2022

   

3 months ended

September 30,
2021

   

6 months ended

September 30,
2022

    

6 months ended

September 30,
2021

 
     $      $      $      $  
Operating expenses                    
General and administration (Note 10)   2,371    1,964    4,290    3,831 
Research and development (Note 10)   2,362    6,269    4,773    10,618 
                     
Total operating expenses   4,733    8,233    9,063    14,449 
                     
Finance income   (162)   (21)   (192)   (44)
Change in fair value of warrant derivative (Note 6)   (1,800)   -    (1,800)   - 
Foreign exchange (gain) loss   (1,875)   (34)   (2,020)   159 
    (3,837)   (55)   (4,012)   115 
                     
Net loss for the period   (896)   (8,178)   (5,051)   (14,564)
Cumulative translation adjustment   (7)   (10)   (11)   (14)
Comprehensive loss for the period   (903)   (8,188)   (5,062)   (14,578)
                     
Basic and diluted loss per share for the period   (0.01)   (0.15)   (0.08)   (0.27)
                     
Weighted average number of common shares outstanding
(Note 3)
   63,550,512    53,737,577    59,862,299    53,646,735 

 

 

 

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

2

 

 

Medicenna Therapeutics Corp.

Interim Condensed Consolidated Statements of Cash Flows

(Expressed in thousands of Canadian Dollars)

(Unaudited)

 

     Six months ended
September 30,
2022
     Six months ended
September 30,
2021
 
    $    $ 
Operating activities          
Net loss for the period   (5,051)   (14,564)
Items not involving cash          
Depreciation   2    20 
Stock based compensation   837    761 
Unrealized foreign exchange   (1,381)   121 
Accrued interest   (95)   (30)
Change in fair value of warrant derivative (Note 6)   (1,800)   - 
Changes in non-cash working capital          
Other receivables and deposits   463    (1,557)
Accounts payable and accrued liabilities   316    1,340 
    (6,709)   (13,909)
Investing activities          
Acquisition of marketable securities   -    (10,000)
Disposition of marketable securities   -    10,040 
    -    40 
Financing activities          
Repayment of lease liabilities   -    (17)
Issuance of share capital on ATM, net of issuance costs (Note 3)   901    - 
Issuance of share capital and warrants on public offering, net of issuance costs (Note 3)   23,912    - 
Warrant and option exercises (Notes 4 and 5)   -    335 
    24,813    318 

Effect of foreign exchange on cash

   1,370    (135)
Net increase (decrease) in cash   19,474    (13,686)
Cash, beginning of period   20,535    30,375 
Cash, end of period   40,009    16,689 

 

 

 

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

3

 

Medicenna Therapeutics Corp.

Interim Condensed Consolidated Statements of Changes in Shareholders' Equity

(Expressed in thousands Canadian Dollars, except for share and per share amounts)

(Unaudited)

 

   Common shares issued and outstanding  Contributed surplus  Accumulated other comprehensive income  Deficit  Total
shareholders' equity
     Number      Amount              
         $    $    $    $    $ 
Balance, March 31, 2021   53,547,709    79,587    6,680    234    (48,356)   38,145 
Stock based compensation   -    -    761    -    -    761 
Warrant and option exercises   296,076    488    (154)   -    -    334 
Cumulative translation adjustment   -    -    -    (14)   -    (14)
Net loss for the period   -    -    -    -    (14,564)   (14,564)
Balance, September 30, 2021   53.843,785    80,075    7,287    220    (62,920)   24,662 
                               
Balance, March 31, 2022   55,647,479    83,671    7,926    171    (70,933)   20,835 
Stock based compensation   -    -    837    -    -    837 
Issued on ATM financing (Note 3)   656,656    901    -    -    -    901 
Issued pursuant to public offering, net of warrant derivative (Note 3)   13,333,334    16,405    -    -    -    16,405 
Cumulative translation adjustment   -    -    -    (11)   -    (11)
Net loss for the period   -    -    -    -    (5,051)   (5,051)
Balance, September 30, 2022   69,637,469    100,977    8,763    160    (75,984)   33,916 

 

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

 

 

 

4

Medicenna Therapeutics Corp.

Notes to the interim condensed consolidated financial statements (unaudited)

For the Three and Six months ended September 30, 2022 and 2021

(Tabular amounts expressed in thousands of Canadian Dollars, except for share and per share amounts)

 

1.Nature of business and liquidity

 

The Company's principal business activity is the development and commercialization of IL-2, IL-4 and IL-13 Superkines and Empowered Superkines for the treatment of cancer, inflammation and immune-mediated diseases. Medicenna has four wholly owned subsidiaries, Medicenna Therapeutics Inc. (“MTI”) (British Columbia), Medicenna Biopharma Inc. (“MBI”) (Delaware), Medicenna Biopharma Inc. (“MBIBC”) (British Columbia) and Medicenna Australia PTY Ltd (“MAL”) (Australia). Medicenna is traded on both the Toronto Stock Exchange and the Nasdaq Capital Market (“Nasdaq”) under the symbol ‘’MDNA”.

 

Aa at September 30, 2022, the head and registered office is located at 2 Bloor St W, 7th Floor, Toronto, Ontario, Canada.

 

Since inception, the Company has devoted its resources to funding R&D programs, including securing intellectual property rights and licenses, conducting discovery research, manufacturing drug supplies, initiating preclinical and clinical studies, submitting regulatory dossiers and providing administrative support to R&D activities, which has resulted in an accumulated deficit of $76.0 million as of September 30, 2022. With current revenues only consisting of interest earned on excess cash, cash equivalents and marketable securities, losses are expected to continue while the Company’s R&D programs are advanced.

 

We currently do not earn any revenues from our product candidates and are therefore considered to be in the development stage. As required, the Company will continue to finance its operations through the sale of equity or pursue non-dilutive funding sources available to the Company in the future. The continuation of our research and development activities for MDNA55, MDNA11 and the BiSKITsTM platform and the commercialization of MDNA55 is dependent upon our ability to successfully finance and complete our research and development programs through a combination of equity financing and revenues from strategic partners. We have no current sources of revenues from strategic partners. 

 

Management has forecasted that the Company’s current level of cash will be sufficient to execute its current planned expenditures for more than the next 12 months without further financing, including proceeds from the ATM Facility, being obtained. The company’s cash is expected to fund operations into Q2 of calendar 2024.

 

2.Basis of presentation and significant accounting policies

 

a)Statement of compliance

 

These interim condensed consolidated financial statements have been prepared in accordance with International Accounting Standards (“IAS”) 34 ‘Interim Financial Reporting’ (IAS 34) using accounting policies consistent with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and the Interpretations of the International Financial Reporting and Interpretations Committee (“IFRIC”).

 

The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Company’s audited financial statements for the year ended March 31, 2022.

 

The interim condensed consolidated financial statements were approved by the Company’s Board of Directors and authorized for issue on November 3, 2022.

 

b)Functional and presentation currency

 

The functional currency of an entity and its subsidiary is the currency of the primary economic environment in which the entity operates. The functional currency of the parent company is the Canadian dollar and the functional currency of MBI is the US dollar, the functional currency of MTI and MBI BC is the Canadian dollar, the functional currency of MAL is the Australian dollar, and the presentation currency of the parent company is the Canadian dollar.

 

5

Medicenna Therapeutics Corp.

Notes to the interim condensed consolidated financial statements (unaudited)

For the Three and Six months ended September 30, 2022 and 2021

(Tabular amounts expressed in thousands of Canadian Dollars, except for share and per share amounts)

2.Basis of presentation and significant accounting policies cont’d

 

c)Significant accounting judgments, estimates and assumptions

 

The preparation of these unaudited interim condensed consolidated financial statements in accordance with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and reported amounts of assets and liabilities at the date of the unaudited condensed consolidated interim financial statements and reported amounts of revenues and expenses during the reporting period. Actual outcomes could differ from these estimates.

 

The unaudited interim condensed consolidated financial statements include estimates, which, by their nature, are uncertain. The impacts of such estimates are pervasive throughout the unaudited interim condensed consolidated financial statements and may require accounting adjustments based on future occurrences. The estimates and underlying assumptions are reviewed on a regular basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised and in any future periods affected.

 

The accompanying unaudited interim condensed consolidated financial statements are prepared in accordance with IFRS and follow the same accounting policies and methods of application as the audited consolidated financial statements of the Company for the year ended March 31, 2022. They do not include all of the information and disclosures required by IFRS for annual financial statements. In the opinion of management, all adjustments considered necessary for fair presentation have been included in these unaudited condensed consolidated interim financial statements. Operating results for the six months ended September 30, 2022, are not necessarily indicative of the results that may be expected for the full year ended March 31, 2023. For further information, see the Company’s audited consolidated financial statements including notes thereto for the year ended March 31, 2022.

 

d)COVID-19 Pandemic

 

The COVID-19 pandemic continues to cause significant financial market and social disruption. The Company cannot presently predict the scope and severity of any potential business shutdowns or disruptions related to COVID-19, the impact of any new variants nor the impact of the vaccines that are now accessible. If the Company or any of the third parties with whom it engages, were to experience shutdowns or other business disruptions due to the pandemic, its ability to conduct its business in the manner and on the timelines presently planned could be materially and negatively impacted. The Company will continue to monitor developments of the pandemic and continuously assess its potential further impact on its operations to prevent any disruptions to the conduct of its business and clinical trials. In the event of a prolonged continuation of the pandemic, it is not clear what the potential impact may be on the Company's business, financial position and financial performance.

 

3.Share capital

 

Authorized

 

Unlimited common shares

 

Equity Issuances

August 2022 Public Offering

 

On August 10, 2022, pursuant to an underwritten public offering, 13,333,334 units were sold at a purchase price of US$1.50 per unit for gross proceeds of US$20.0 million ($25.6 million). Each unit included one common share with a fair value of US$1.06 and one common share purchase warrant with a fair value of US$0.44 (see Note 6). Each common share purchase warrant entitles the holder to purchase one common share at an exercise price of US$1.85 until August 9, 2027. We incurred transaction costs of $2.2 million (US1.7 million) of which $1.6 million (US$1.2 million) were allocated to share issue costs and $0.6 million (US$0.5 million) were allocated to operating expenses, based on their relative fair values.

6

Medicenna Therapeutics Corp.

Notes to the interim condensed consolidated financial statements (unaudited)

For the Three and Six months ended September 30, 2022 and 2021

(Tabular amounts expressed in thousands of Canadian Dollars, except for share and per share amounts)

 

3.Share capital cont’d

 

At-The-Market Facility

 

On December 30, 2020, the Company entered into a sales agreement with SVB Leerink acting as sales agent, pursuant to which the Company may, from time to time sell, through at-the-market (“ATM”) on the NASDAQ such number of common shares as would have an aggregate offering price of up to US$25.0 million (the ATM Offering). The Company plans to use the net proceeds of the ATM offering for general corporate purposes including, but not limited to working capital expenditures, research and development expenditures, and clinical trial expenditures.

 

During the six months ended September 30, 2022, the Company issued 656,656 common shares (September 30, 2021 – nil) for gross proceeds of US$0.8 million (September 30, 2021 - $nil) at an average price of US$1.20. The company received; net of commissions US$0.7 million (September 30, 2021 - $nil). In total, we incurred share issuance costs (including commissions) of US$0.1 million (September 30, 2021 - $nil).

 

Calculation of loss per share

 

Loss per common share is calculated using the weighted average number of common shares outstanding. For the three and six ended September 30, 2022, and 2021, the calculation was as follows:

 

  

Three months ended

September 30,

 

Six months ended

September 30,

     2022      2021      2022      2021  
Common shares issued and outstanding, beginning of year   56,304,135    53,716,955    55,647,479    53,547,709 
ATM issuances   -    -    571,833    - 
Shares issued on 2022 Public Offering   7,246,377    -    3,642,987    - 
Effect of warrants and options exercised   -    20,622    -    99,026 
Weighted average shares outstanding, end of period   63,550,512    53,737,577    59,862,299    53,646,735 

 

The effect of any potential exercise of the Company’s 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.

 

4.Warrants

 

Warrant continuity:

 

     Number of Warrants      Weighted average exercise price  
Warrants outstanding at March 31, 2021   4,018,993   $1.82 
Warrants expired during the period   (18,000)   2.00 
Warrants exercised during the period   (169,246)   1.59 
Warrants outstanding at June 30, 2021   3,831,747   $1.83 
Warrants exercised during the period   (41,950)   1.57 
Warrants outstanding at September 30, 2021   3,789,797   $1.83 
Warrants exercised during the period   (55,094)   1.30 
Warrants outstanding at December 31, 2021   3,734,703   $1.84 
Warrants expired during the period   (770,161)   3.10 
Warrants outstanding at March 31 and June 30, 2022   2,964,542   $1.51 
Common share purchase warrants issued in the 2022 Public Offering   13,333,334    2.39 
Warrants outstanding at September 30, 2022   16,297,876   $2.23 

 

7

Medicenna Therapeutics Corp.

Notes to the interim condensed consolidated financial statements (unaudited)

For the Three and Six months ended September 30, 2022 and 2021

(Tabular amounts expressed in thousands of Canadian Dollars, except for share and per share amounts)

4.Warrants cont’d

 

There were no warrants exercised during the six months ended September 30, 2022.

 

At September 30, 2022, warrants were outstanding and exercisable, enabling holders to acquire common shares as follows:

 

  Number of Warrants      Exercise Price    Expiry Date
      $    
 1,661,542    1.75   October 17, 2022
 1,303,000    1.20   December 21, 2023
 13,333,334    US 1.85   August 9, 2027
 16,297,876         

 

5.Stock options

 

During the six months ended September 30, 2022, the Company granted 1,290,713 stock options at an average exercise price of $1.44 per share. 997,608 of the options were granted to the Company’s officers and employees and vest 1/3 after one year, 1/3 after two years and 1/3 after three years, and have a ten-year life; and 293,105 options were granted to Directors of the Company at a price of $1.45 and vest 50% upon issuance and 50% after 1 year and have a five-year life.

 

During the six months ended September 30, 2021, the Company granted 968,056 stock options at an average exercise price of $3.72 per share. 812,706 of the options were granted to the Company’s officers and employees and vest 1/3 after one year, 1/3 after two years and 1/3 after three years, and have a ten-year life; and 20,000 stock options granted to a consultant vest 1/3 after one year, 1/3 after two years and 1/3 after three years, and have a ten-year life. 135,350 options were granted to Directors of the Company at a price of $3.14 and vest 50% upon issuance and 50% after 1 year and have a five-year life.

 

Stock option transactions for the six months ended September 30, 2022 and 2021 are set forth below:

 

     Number of options      Weighted average exercise price  
Balance outstanding at March 31, 2021   4,155,084   $1.96 
Granted   370,000    4.66 
Forfeited   (62,480)   5.11 
Balance outstanding at June 30, 2021   4,462,604   $2.14 
Granted   598,056    3.14 
Exercised   (84,880)   1.47 
Forfeited   (302,640)   3.28 
Balance outstanding at September 30 and December 31, 2021   4,673,140   $2.17 
Granted   129,000    2.28 
Forfeited   (337,500)   4.92 
Balance outstanding at March 31, 2022   4,464,640   $2.00 
Granted   1,115,713    1.45 
Balance outstanding at June 30, 2022   5,580,353   $1.89 
Granted   175,000    1.36 
Balance outstanding at September 30, 2022   5,755,353   $1.88 

 

8

Medicenna Therapeutics Corp.

Notes to the interim condensed consolidated financial statements (unaudited)

For the Three and Six months ended September 30, 2022 and 2021

(Tabular amounts expressed in thousands of Canadian Dollars, except for share and per share amounts)

5.Stock options cont’d

 

The following table summarizes information about stock options outstanding at September 30, 2022:

 

   Options Outstanding  Options Exercisable
Exercise Prices    Options      Weighted average
remaining
contractual life
     Weighted average
exercise price
     Options      Weighted average
exercise price
 
$        Years    $         $ 
1.00-1.99   3,245,713    7.00    1.27    1,747,500    1.15 
2.00-2.99   1,679,000    4.33    2.08    1,550,000    2.06 
3.00-5.19   830,640    5.05    3.82    131,458    5.11 
    5,755,353    5.94    1.88    3,428,958    1.64 

 

The following assumptions were used in the Black-Scholes option-pricing model to determine the fair value of stock options granted during the period:

 

     September 30, 2022      March 31, 2022  
       
Exercise price   $1.36-1.45    $2.05-4.85 
Grant date share price   $1.36-1.45    $2.05-4.85 
Risk free interest rate   4.5%   1.0%
Expected life of options   5 years     5 years  
Expected volatility   90%   90%
Expected dividend yield   -    - 
Forfeiture rate   0% - 15%   0% - 15%
Weighted average fair value of options granted during the period  $1.04   $2.58 

 

6.Warrant Derivative

 

On August 10, 2022, pursuant to an underwritten public offering, 13,333,334 units were sold at a purchase price of US$1.50 per unit for gross proceeds of US$20.0 million ($25.6 million). Each unit included one common share and one common share purchase warrant. Each common share purchase warrant entitles the holder to purchase one common share at an exercise price of US$1.85 until August 9, 2027. We incurred transaction costs of $2.2 million (US$1.7 million) of which $1.6 million (US$1.2 million) were allocated to share issue costs and $0.6 million (US$0.5 million) were allocated to operating expenses, based on their relative fair values.

 

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 the consolidated statement of loss. Our warrants with an exercise price of US$1.85 meet this requirement and we have presented the value of these warrants as a non-current liability on the consolidated statement of financial position. Upon exercise, the recorded liability will be included in our share capital along with the proceeds from the exercise. If these warrants expire, the related liability is reversed through the consolidated statement of 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.

 

Estimating the fair value for our warrant derivative requires determining the most appropriate valuation model which is dependent on the terms and conditions of the issuance. This estimate also requires determining the most appropriate inputs to the valuation model, including the expected life of the warrant derivative, expected share price volatility and expected dividend yield and making assumptions about them.

 

A reconciliation of the change in fair value of the warrant derivative is as follows:

9

Medicenna Therapeutics Corp.

Notes to the interim condensed consolidated financial statements (unaudited)

For the Three and Six months ended September 30, 2022 and 2021

(Tabular amounts expressed in thousands of Canadian Dollars, except for share and per share amounts)

 

6.Warrant Derivative cont’d

 

     Fair value of Warrant Derivatives  
    

$

 
Balance, August 11, 2022   7,507 
Change in fair value of warrant derivative   (2,230)
Foreign exchange loss   430 
Balance September 30, 2022   5,707 

 

We use historical data to estimate the expected dividend yield and expected volatility of our stock in determining the fair value of the warrants. The risk-free interest rate is based on U.S. Department of Treasury benchmark treasury yield rates in effect at the time of valuation and the expected life of the warrants represents the estimated length of time the warrants are expected to remain outstanding.

 

The following table summarizes the key assumptions used in the Black-Scholes valuation of the warrant derivative at September 30, 2022:

 

     September 30, 2022      August 11, 2022  
       
Fair value of warrants  $0.43   $0.56 
Risk free interest rate   3.85%   3.15%
Expected hold period to exercise   3.0 years   3.0 years 
Expected share price volatility   85%   85%
Expected dividend yield   Nil    Nil 

 

The following table summarizes our outstanding warrant derivative at September 30, 2022:

 

Exercise Price   Outstanding Beginning of the Period   Granted during the Period   Outstanding, End of the Period   Weighted Average Remaining Contractual Life (years)  
US$1.85  -  13,333,334  13,333,334  4.86  

 

7.Government assistance

 

CPRIT assistance

 

In February 2015, the Company received notice that it had been awarded a grant by the Cancer Prevention Research Institute of Texas (“CPRIT”) whereby the Company was eligible to receive up to US$14.1 million on eligible expenditures over a three-year period related to the development of the Company’s phase 2b clinical program for MDNA55. As of March 31, 2022, the grant with CPRIT was complete.

 

Of the US$14.1 million grant approved by CPRIT, Medicenna had received US$14.1 million from CPRIT at March 31, 2022.

 

Under the terms of the grant, the Company is required to pay a royalty to CPRIT, comprised of 3-5% of revenues on net sales of MDNA55 until aggregate royalty payments equal 400% of the grant funds received at which time the ongoing royalty will be 0.5% of revenues. At this time the royalty is not probable and therefore no liability has been recorded. In addition, the Company must maintain a presence in Texas for three years following completion of the grant.

10

Medicenna Therapeutics Corp.

Notes to the interim condensed consolidated financial statements (unaudited)

For the Three and Six months ended September 30, 2022 and 2021

(Tabular amounts expressed in thousands of Canadian Dollars, except for share and per share amounts)

7.Government assistance cont’d

 

Refundable Tax

 

In June 2022, the Company received $0.7 million through our Australian R&D incentive program relating to the year ended March 31, 2022.

 

7.Commitments

 

Intellectual property

 

On August 21, 2015, the Company exercised its right to enter into two license agreements (the “Stanford License Agreements”) with the Board of Trustees of the Leland Stanford Junior University (“Stanford”). In connection with this licensing agreement, the Company issued 649,999 common shares with a value of $0.1 million to Stanford and affiliated inventors. The value of these shares has been recorded as an intangible asset that is being amortized over the life of the underlying patents. As at September 30, 2022, the Company’s intangible assets have a remaining capitalized net book value of $63 thousand (March 31, 2022 - $65 thousand).

 

The Company has entered into various license agreements with respect to accessing patented technology. In order to maintain these agreements, the Company is obligated to pay certain costs based on timing or certain milestones within the agreements, the timing of which is uncertain. These costs include ongoing license fees, patent prosecution and maintenance costs, royalty and other milestone payments. As at September 30, 2022, the Company is obligated to pay the following:

 

Given the current development plans and expected timelines of the Company it is assumed that project milestones of US$0.3 million will be due in the next five years.
Project milestone payments, assuming continued success in the development programs, of uncertain timing totaling US$2.0 million and an additional US$2.0 million in sales milestones.

 

Contractual obligations 

 

Less than

1 year

 

    1-3 years      3-5 years      Total  
    

$

    

$

    

$

    

$

 
Patent licensing costs   206    1,247    315    1,768 

 

As at September 30, 2022, the Company had obligations to make future payments, representing significant research and development and manufacturing contracts and other commitments that are known and committed in the amount of approximately $3.4 million, of which $1.9 million has been paid or accrued as at September 30, 2022. Most of these agreements are cancellable by the Company with notice. These commitments include agreements for manufacturing and preclinical studies.

 

9.Related party disclosures

 

(a)Key management personnel

 

Key management personnel, which consists of the Company’s officers (President and Chief Executive Officer, Chief Financial Officer, Chief Development Officer, former Chief Medical Officer and former Chief Scientific Officer) and directors, earned the following compensation for the following periods:

 

11

Medicenna Therapeutics Corp.

Notes to the interim condensed consolidated financial statements (unaudited)

For the Three and Six months ended September 30, 2022 and 2021

(Tabular amounts expressed in thousands of Canadian Dollars, except for share and per share amounts)

9.Related party disclosures cont’d

 

   Three months ended
September 30,
  Six months ended
September 30,
     2022      2021      2022      2021  
    $    $    $    $ 
Salaries and wages   252    508    505    761 
Board fees   76    68    152    140 
Stock option expense   369    339    711    546 
    697    915    1,368    1,447 

 

(b)Amounts payable to related parties

 

As at September 30, 2022, the Company had trade and other payables in the normal course of business, owing to directors and officers of $0.1 million, (2021 - $0.1 million) related to board fees and accrued vacation.

 

10.Components of Expenses

 

   Three months ended
September 30,
  Six months ended
September 30,
     2022      2021      2022      2021  
General and Administration Expenses   $    $    $    $ 
                     
Depreciation expense   2    10    2    20 
Stock based compensation   245    283    541    444 
Facilities and operations   149    102    273    182 
Public company expenses   1,097    1,343    2,374    2,765 
Transaction costs, warrant derivative (Note 6)   652    -    652    - 
Salaries and benefits   226    226    448    420 
    2,371    1,964    4,290    3,831 

 

   Three months ended
September 30,
  Six months ended
September 30,
     2022      2021      2022      2021  
Research and Development Expenses   $    $    $    $ 
                     
Chemistry, manufacturing, and controls   45    3,023    540    6,415 
Regulatory   9    175    37    389 
Discovery and pre-clinical   401    1,612    871    2,300 
Clinical   901    372    1,531    1,022 
Salaries and benefits   545    656    1,059    1,310 
Licensing, patent, legal fees and royalties   275    306    436    528 
Stock based compensation   185    125    296    317 
CPRIT grant claimed in eligible expenses (Note 7)   -    -    -    (1,753)
Other research and development expenses   1    -    3    90 
    2,362    6,269    4,773    10,618 

 

 

12

Medicenna Therapeutics Corp.

Notes to the interim condensed consolidated financial statements (unaudited)

For the Three and Six months ended September 30, 2022 and 2021

(Tabular amounts expressed in thousands of Canadian Dollars, except for share and per share amounts)

11.Subsequent Events

 

Subsequent to the quarter end, warrants outstanding and exercisable, totaling 1,549,052 due to expire on October 17, 2022, were extended to July 17, 2023.

 

On October 25, 2022, the Company received a letter from the Listing Qualifications Department of the Nasdaq indicating that, based upon the closing bid price of the Company’s common shares for the 30 consecutive business day period between September 13, 2022, through October 24, 2022, the Company did not meet the minimum bid price of US$1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2). The Company will be provided with a compliance period of 180 calendar days, or until April 24, 2023, in which to regain compliance pursuant to Nasdaq Listing Rule 5810(c)(3)(A) and may be eligible for an additional 180 calendar days to regain compliance, if certain requirements are met. The letter has no immediate impact on the Company’s business operations or listing of its common shares, which will continue to be listed and traded on The Nasdaq Capital Market, subject to the Company’s continued compliance with the other listing requirements of The Nasdaq Capital Market, as well as on the TSX.

 

 

 

 

 

 

 

 

 

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