UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2017
or
☐ 
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from
__________ to _________
Commission file number:                                                                   000-25132
MYMETICS CORPORATION
(Exact name of registrant as specified in its charter)

 DELAWARE

☒

 25-1741849

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022

or

☐

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to _________

Commission file number: 000-25132

MYMETICS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware 

25-1741849

State or Other jurisdiction of

Incorporation or Organization 

I.R.S. Employer Identification No.

c/o Ernie Stern

1101 Pennsylvania Avenue, N.W., Suite 300

Washington D.C.

United States

USA-20004

Address 

Zip Code

c/o Mymetics SA

Route de la Corniche 4

Epalinges, Switzerland 

CH-1066

Address of Principal Executive Offices

Zip Code


011 41 21 653 4535

Registrant’s Telephone Number, Including Area Code

Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock, Par Value $0.01 per share

MYMX

OTCQB venture stage marketplace

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐  

☐

Accelerated filer ☐

☐

Non-accelerated Filer

Non-accelerated filer ☐

☒

Smaller reporting company ☒

☒

Emerging growth company ☐

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the

The number of shares outstanding of each of the registrant's classes of common stock,Registrant’s Common Stock, $0.01 par value, was 303,757,622 as of the latest practicable date:

May 13, 2022

ClassOutstanding at November 13, 2017
Common Stock, usd0.01 par value
 
303,757,622


PART I. FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

MYMETICS CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(In Thousands of Euros, Except Share and Par Value)

 

 

March 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

 

 

(unaudited)

 

 

 

ASSETS

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

Cash

 

E

122

 

 

E

571

 

Accounts receivable

 

 

411

 

 

 

15

 

Prepaid expenses

 

 

77

 

 

 

87

 

Total current assets

 

 

610

 

 

 

673

 

 

 

 

 

 

 

 

 

 

Rent deposit

 

 

10

 

 

 

10

 

Property and equipment, net of accumulated depreciation of E479 at March 31, 2022 and E474 at December 31, 2021

 

 

36

 

 

 

39

 

Right-of-Use Asset

 

 

212

 

 

 

239

 

Goodwill

 

 

6,671

 

 

 

6,671

 

 

 

E

7,539

 

 

E

7,632

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ DEFICIT

 

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

 

 

Accounts payable

 

E

423

 

 

E

47

 

Operating lease liability

 

 

106

 

 

 

110

 

Non-convertible notes payable and related accrued interest to related parties

 

 

8,841

 

 

 

8,790

 

Convertible notes payable and related accrued interest to related parties

 

 

59,186

 

 

 

58,479

 

Total current liabilities

 

 

68,556

 

 

 

67,426

 

 

 

 

 

 

 

 

 

 

Long Term Liabilities

 

 

 

 

 

 

 

 

Debt-Federal Financing Bank

 

 

164

 

 

 

162

 

Operating lease liability

 

 

109

 

 

 

130

 

Total long-term liabilities

 

 

273

 

 

 

292

 

 

 

 

68,829

 

 

 

67,718

 

 

 

 

 

 

 

 

 

 

Commitments and Contingencies (Note 3)

 

 

0

 

 

 

0

 

 

 

 

 

 

 

 

 

 

Shareholders’ Deficit

 

 

 

 

 

 

 

 

Common stock, U.S. $0.01 par value; 1,200,000,000 shares authorized; issued and outstanding 303,757,622 at March 31, 2022 and at December 31, 2021

 

 

2,530

 

 

 

2,530

 

Preferred stock, U.S. $0.01 par value; 5,000,000 shares authorized; none issued or outstanding

 

 

0

 

 

 

0

 

Additional paid-in capital

 

 

34,443

 

 

 

34,443

 

Accumulated deficit

 

 

(98,961)

 

 

(97,750)

Accumulated other comprehensive income

 

 

698

 

 

 

691

 

Total shareholders’ deficit

 

 

(61,290)

 

 

(60,086)

Total liabilities and shareholders’ deficit

 

E

7,539

 

 

E

7,632

 

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

2

MYMETICS CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

 (UNAUDITED)

(In Thousands of Euros, Except Share and Per Share Amounts)

 
 
September 30,
 
 
December 31,
 
 
 
2017
 
 
2016
 
ASSETS
 
 
 
 
 
 
Current Assets
 
 
 
 
 
 
  Cash
 E830 
 E1,391 
  Receivables
  56 
  170 
  Prepaid expenses
  41 
  41 
      Total current assets
  927 
  1,602 
 
    
    
  Property and equipment, net of accumulated depreciation of E363 at September 30, 2017 and E418 at December 31,  2016
  73 
  67 
  Goodwill
  6,671 
  6,671 
 
 E7,671 
 E8,340 
 
    
    
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
    
    
Current Liabilities
    
    
  Accounts payable
 E96 
 E120 
  Deferred revenue from grants
  733 
  1,165 
  Non-convertible notes payable and related accrued interest to related parties
  1,167 
  -- 
  Convertible notes payable and related accrued interest to related parties
  47,472 
  45,834 
      Total liabilities
  49,468 
  47,119 
 
    
    
 
    
    
Shareholders' Equity (Deficit)
    
    
  Common stock, U.S. $0.01 par value;1,000,000,000 shares authorized; issued 303,757,622 at September 30, 2017 and at December 31, 2016
  2,530 
  2,530 
  Preferred stock, U.S. $0.01 par value; 5,000,000 shares authorized; none issued or Outstanding
  -- 
  -- 
  Additional paid-in capital
  34,423 
  34,392 
  Accumulated deficit
  (79,422)
  (76,391)
  Accumulated other comprehensive income
  672 
  690 
 
  (41,797)
  (38,779)
 
 E7,671 
 E8,340 
Data)

 

 

Three Months Ended

March 31,

 

 

 

2022

 

 

2021

 

Revenue

 

 

 

 

 

 

Research and development services

 

E

0

 

 

E

3

 

Advisory services

 

 

3

 

 

 

0

 

Grants revenue

 

 

482

 

 

 

131

 

 

 

 

485

 

 

 

134

 

Expenses

 

 

 

 

 

 

 

 

Research and development

 

 

582

 

 

 

254

 

General and administrative

 

 

332

 

 

 

291

 

 

 

 

914

 

 

 

545

 

Operating Loss

 

 

(429)

 

 

(411)

 

 

 

 

 

 

 

 

 

Interest expense

 

 

694

 

 

 

685

 

Other expense

 

 

88

 

 

 

122

 

Loss before income tax provision

 

 

(1,211)

 

 

(1,218)

 

 

 

 

 

 

 

 

 

Income tax provision

 

 

-

 

 

 

(28)

Net Loss

 

 

(1,211)

 

 

(1,246)

 

 

 

 

 

 

 

 

 

Other comprehensive loss

 

 

 

 

 

 

 

 

Foreign currency translation adjustment

 

 

7

 

 

 

(8)

Comprehensive loss

 

E

(1,204

) 

 

E

(1,254

) 

 

 

 

 

 

 

 

 

 

Basic and diluted earnings per share

 

E

(0.00

) 

 

E

(0.00

) 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding, basic and diluted

 

 

303,757,622

 

 

 

303,757,622

 

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


3

MYMETICS CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

CHANGES IN SHAREHOLDERS’ DEFICIT

 (UNAUDITED)

(In

 (In Thousands of Euros, Except Per Share Data)

 
 
For The Three Months Ended
September 30,
 
 
For The Nine Months Ended
September 30,
 
 
 
2017
 
 
2016
 
 
2017
 
 
2016
 
Revenue
 
 
 
 
 
 
 
 
 
 
 
 
Research and development services
 E-- 
 E30 
 E202 
 E379 
Grants
  399 
  149 
  897 
  528 
 
  399 
  179 
  1,099 
  907 
Expenses
    
    
    
    
Research and development
  555 
  241 
  1,522 
  599 
General and administrative
  276 
  298 
  900 
  930 
Bank fee
  1 
  1 
  2 
  2 
Depreciation
  10 
  11 
  28 
  33 
Directors' fees
  5 
  5 
  15 
  15 
Foreign exchange and other
  (78)
  (20)
  (285)
  (62)
 
  769 
  536 
  2,182 
  1,517 
 
    
    
    
    
Operating loss
  (370)
  (357)
  (1,083)
  (610)
 
    
    
    
    
Interest expense
  647 
  642 
  1,942 
  1,926 
Loss before income tax (provision) benefit
  (1,017)
  (999)
  (3,025)
  (2,536)
 
    
    
    
    
Income tax (provision) benefit
  (3)
  (4)
  (6)
  16 
Net loss
  (1,020)
  (1,003)
  (3,031)
  (2,520)
 
    
    
    
    
Other comprehensive loss
    
    
    
    
Foreign currency translation adjustment
  (9)
  -- 
  (18)
  (4)
Comprehensive loss
 E(1,029)
 E(1,003)
 E(3,049)
 E(2,524)
 
    
    
    
    
 
    
    
    
    
Basic earnings per share
 E(0.00)
 E(0.00)
 E(0.01)
 E(0.01)
Diluted earnings per share
 E(0.00)
 E(0.00)
 E(0.01)
 E(0.01)
Euros)

 

 

Three-month Period Ended March 31, 2021

 

 

 

Common Stock

Number of Par

 

 

 

 

Accumulated

 

 

Accumulated Other Comprehensive

 

 

 

 

 

Shares

 

 

Value

 

 

APIC

 

 

deficit

 

 

Income

 

 

Total

 

Balance at December 31, 2020

 

 

303,757,622

 

E

2,530

 

E 

34,443

 

 

E

(93,020

) 

 

E

695

 

 

E 

(55,352)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

-

 

 

 

0

 

 

 

0

 

 

 

(1,246)

 

 

0

 

 

 

(1,246)

Translation adjustment

 

 

-

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

(8)

 

 

(8)

Balance at March 31, 2021

 

 

303,757,622

 

E 

2,530

 

E 

34,443

 

 

E

(94,266

) 

 

E

687

 

 

E 

(56,606)

 

 

Three-month Period Ended March 31, 2022

 

 

 

Common Stock

Number of Par

 

 

 

 

Accumulated

 

 

Accumulated Other Comprehensive

 

 

 

 

 

Shares

 

 

Value

 

 

APIC

 

 

deficit

 

 

Income

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2021

 

 

303,757,622

 

E 

2,530

 

E 

34,443

 

 

E

(97,750

) 

 

E

691

 

 

E 

(60,086)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

-

 

 

 

0

 

 

 

0

 

 

 

(1,211)

 

 

0

 

 

 

(1,211)

Translation adjustment

 

 

-

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

7

 

 

 

7

 

Balance at March 31, 2022

 

 

303,757,622

 

E 

2,530

 

E 

34,443

 

 

E

(98,961

) 

 

E

698

 

 

E 

(61,290)

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


4

MYMETICS CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(In Thousands of Euros)

 
 
For The Nine Months Ended
September 30,
 
 
 
2017
 
 
2016
 
Cash Flow from Operating Activities
 
 
 
 
 
 
Net loss
 E(3,031)
 E(2,520)
Adjustments to reconcile net loss to net cash used in operating activities
    
    
Depreciation
  28 
  33 
Stock compensation expense – options
  31 
  63 
Changes in operating assets and liabilities
    
    
Receivables
  114 
  163 
Accrued interests on notes payable
  1,655 
  1,863 
Accounts payable
  (24)
  (341)
Deferred revenue from grants
  (432)
  (528)
Other
  -- 
  (3)
Net cash used in operating activities
  (1,659)
  (1,270)
 
    
    
Cash Flows from Investing Activities
    
    
Purchase of property and equipment
  (34)
  (3)
Net cash used in investing activities
  (34)
  (3)
 
    
    
Cash Flows from Financing Activities
    
    
Increase in notes payable
  1,150 
  -- 
Net cash provided by financing activities
  1,150 
  -- 
 
    
    
  Effect of foreign exchange rate on cash
  (18)
  (4)
Net change in cash
  (561)
  (1,277)
 
    
    
Cash, beginning of period
  1,391 
  2,381 
Cash, end of period
 E830
 
 E1,104
 

 

 

For The Three Months Ended

March 31,

 

 

 

2022

 

 

2021

 

Cash Flow from Operating Activities

 

 

 

 

 

 

Net Loss

 

E

(1,211

)

 

E

(1,246

)

Adjustments to reconcile net loss to net cash used in operating activities

 

 

 

 

 

 

Depreciation

 

 

5

 

 

 

4

 

Changes in operating assets and liabilities

 

 

 

 

 

 

 

 

Receivables

 

 

(396)

 

 

5

 

Accrued interests on convertible notes payable

 

 

707

 

 

 

767

 

Accrued interests on non-convertible notes payable

 

 

51

 

 

 

44

 

Accounts payable

 

 

376

 

 

 

93

 

Other

 

 

14

 

 

 

6

 

Net cash used in operating activities

 

 

(454)

 

 

(327)

 

 

 

 

 

 

 

 

 

Cash Flows from Investing Activities

 

 

 

 

 

 

 

 

Purchase of property and equipment

 

 

(2)

 

 

(10)

Net cash used in investing activities

 

 

(2)

 

 

(10)

 

 

 

 

 

 

 

 

 

Effect on foreign exchange rate on cash

 

 

7

 

 

 

(8)

Net change in cash

 

 

(449)

 

 

(345)

 

 

 

 

 

 

 

 

 

Cash, beginning of period

 

 

571

 

 

 

1,083

 

Cash, end of period

 

E

122

 

 

E

738

 

 

 

 

 

 

 

 

 

 

Supplemental Disclosure of Cash Flow Information:

 

 

 

 

 

 

 

 

Cash paid for taxes

 

 

0

 

 

 

28

 

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


5

MYMETICS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2017

MARCH 31, 2022

(UNAUDITED)

Note 1. The Company and Summary of Significant Accounting Policies

BASIS OF PRESENTATION AND GOING CONCERN

The amounts in the notes are shown in thousands of EURO, unless otherwise noted, and rounded to the nearest thousand except for share and per share amounts.


The accompanying interim period condensed consolidated financial statements of Mymetics Corporation (the "Company"“Company”) set forth herein have been prepared by the Company pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the "SEC"“SEC”). Certain information and footnote disclosure normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such SEC rules and regulations. The interim period condensed consolidated financial statements should be read together with the audited financial statements and the accompanying notes included in the Company'sCompany’s latest annual report on Form 10-K for the fiscal year ended December 31, 2016.

2021.

The accompanying financial statements of the Company are unaudited. However, in the opinion of the Company, the unaudited condensed consolidated financial statements contained herein contain all adjustments necessary to present a fair statement of the results of the interim periods presented. All adjustments made during the nine-monththree-month period ending September 30, 2017March 31, 2022 were of a normal and recurring nature.

The Company was created for the purpose of engaging in vaccine research and development. Its main research efforts in the beginning have been concentrated in the prevention and treatment of the AIDS virus and malaria. The Company has established a network which enables it to work with education centers, research centers, pharmaceutical laboratories and biotechnology companies. Besides the HIV and malaria vaccine candidates, under development, the Company additionally has generated preclinical data for the following vaccines in its pipeline. (i)vaccines: Herpes Simplex and Respiratory Syncytial Virus (“RSV”), neither of which is atcurrently being developed. The company also has clinical data for an intranasal influenza vaccine for the preclinical stage and currently on hold, (ii) an intra nasal influenza vaccineelderly which has finished a Phase I clinical trial Phase I, (iii) Respiratory Syncytial Virus (RSV) whichand is at the preclinical stage and currently on hold and (iv) Chikungunya virus at the discovery stage.

hold. As of September 30, 2017,March 31, 2022, the Company is working on several research projects for immunotherapy in the preclinicalfield oncology and for some infectious diseases with academic partners. Since April 2020, the Company has additionally started to work on the development of a intranasal virosome-based vaccine to prevent Covid-19, the disease caused by the SARS-CoV-2 virus. For the Covid-19 vaccine candidates, the Company is collaborating with leading academic institutions, such as Baylor College of Medicine in Texas, the Amsterdam medical Center (AMC) of the University of Amsterdam in the Netherlands and the University Hospital in Bern, Switzerland.

As of March 31, 2022, the Company was engaged in the pre-clinical testing of some of its vaccine candidates, andbut a commercially viable product is not expected for several more years. However, the Company generated some revenue through a small research project with Sanofi for influenza vaccines and from collaboration and grant agreements for R&D services. Management believes that the Company’s research and development activities will result in valuable intellectual property that can generate significant revenues in the future such as by licensing. Vaccines are one of the fastest growing markets in the pharmaceutical industry.

agreements.

These consolidated financial statements have been prepared assuming the Company will continue as a going concern. The Company has experienced negative cash flows from operations and significant losses since inception resulting in an accumulated deficit of E79,422€98,961 at September 30, 2017.March 31, 2022. Further, the Company’s current liabilities exceed its current assets by E48,541€67,946 as of September 30, 2017,March 31, 2022, and there is no assurance that cash will become available to pay current liabilities in the near term. Management is seeking additional financing but there can be no assurance that management will be successful in any of those efforts. These conditions raise substantial doubt about the Company’sour ability to continue as a going concern.

concern within one year from the issuance of the financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

LEASES

Effective January 1, 2019, the Company adopted ASC 842, which established a right-of-use (“ROU”) model requiring lessees to record a right-of-use (“ROU”) asset and lease obligations on the balance sheet for all leases with terms longer than 12 months. The Company determines if an arrangement is a lease at inception. Where an arrangement is a lease the Company determines if it is an operating lease or a finance lease. At lease commencement, the Company records a lease liability and corresponding right-of- use (“ROU”) asset. Lease liabilities represent the present value of our future lease payments over the expected lease term which includes options to extend or terminate the lease when it is reasonably certain those options will be exercised. The present value of the Company’s lease liability is determined using its incremental collateralized borrowing rate at lease inception. ROU assets represent its right to control the use of the leased asset during the lease and are recognized in an amount equal to the lease liability for leases with an initial term greater than 12 months. Over the lease term (operating leases only), the Company uses the effective interest rate method to account for the lease liability as lease payments are made and the ROU asset is amortized to consolidated statement of operations in a manner that results in straight-line expense recognition. The Company does not apply lease recognition requirements for short-term leases. Instead, the Company recognizes payments related to these arrangements in the consolidated statement of operations as lease costs on a straight-line basis over the lease term.

6

IMPACT OF THE NOVEL CORONAVIRUS

On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus originating in Wuhan, China (the “COVID-19 outbreak”) and the risks to the international community as the virus spreads globally beyond its point of origin. In March 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally.

The COVID-19 pandemic has continued to evolve. Although at this date the restrictive measures and impacts are reduced due to the role out of vaccination programs, the extent to which the outbreak impacts our business, preclinical studies and clinical trials will depend on future developments, which are highly uncertain and cannot be predicted with confidence, such as the ultimate geographic spread of the disease, the duration of the pandemic, travel restrictions and social distancing, business closures or business disruptions and the effectiveness of actions taken in the U.S., Europe, and other countries to contain and treat the disease.. As such, it is uncertain as to the full magnitude that the pandemic will have on the Company’s financial condition, liquidity, and future results of operations.

Management has taken measures in-line with the country requirements where we are operating, and we are actively monitoring the global situation on its financial condition, liquidity, operations, scientific collaborations, suppliers, industry, and workforce. Given the daily evolution of the COVID-19 outbreak and the global responses to curb its spread, the Company is not able to estimate the effects of the COVID-19 outbreak on its results of operations, financial condition, or liquidity for fiscal year 2022.

The Company is dependent on its workforce to deliver and advance its research. Developments such as physical distancing and working from home directives have and will continue to impact the Company’s ability to deploy its workforce effectively. While restrictions are being lifted across the world, prolonged workforce disruptions may negatively impact future revenues for the remainder of fiscal year 2022 and the Company’s overall liquidity.

The Company is dependent on its partners in certain projects, such as the University of Louisiana at Lafayette (“ULL”) for the NIH funded project to maintain the agreed timelines and execute their tasks. Developments such as social distancing and shelter-in-place directives and lock-down directives have and will continue to impact the Company’s ability to execute on project plans and research objectives effectively. While expected to be temporary, prolonged disruptions in collaboration projects may negatively impact funding for the fiscal year 2022 and the Company’s overall liquidity.

Although the Company cannot estimate the length or gravity of the impact of the COVID-19 outbreak at this time, if the pandemic continues, it may have a material adverse effect on the Company’s results of future operations, financial position, and liquidity for the fiscal year 2022.

CORONAVIRUS AID, RELIEF AND ECONOMIC SECURITY ACT

On March 27, 2020, the U.S. Government enacted the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law. The CARES Act includes various income and payroll tax provisions. The Company has analyzed the tax provisions of the CARES Act and determined they have no significant financial impact to the financial statements. The Company has no intention of taking advantage of other benefits but will continue to evaluate the impact on the Company’s financial position.

PRINCIPLES OF CONSOLIDATION

The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. Significant intercompany accounts and transactions have been eliminated.

7

NEW ACCOUNTING PRONOUNCEMENT

In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. Specifically, ASU 2020-06 simplifies accounting for the issuance of convertible instruments by removing major separation models required under current GAAP. In addition, the ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and simplifies the diluted earnings per share (EPS) calculation in certain areas. ASU 2020-06 will be effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, beginning in fiscal years which begin after December 15, 2020. The FASB has specified that an entity should adopt the guidance as of the beginning of its annual fiscal year. The Company is currently evaluating the impact of the pending adoption of this new standard on its consolidated financial statements.

FOREIGN CURRENCY TRANSLATION

The Company translates non-Euro assets and liabilities of its subsidiaries at the rate of exchange at the balance sheet date. Revenues and expenses are translated at the average rate of exchange throughout the period. Unrealized gains or losses from these translations are reported as a separate component of comprehensive loss.income. Transaction gains or losses are included in operatinggeneral and administrative expenses in the consolidated statements of comprehensive loss. The translation adjustments do not recognize the effect of income tax because the Company expects to reinvest the amounts indefinitely in operations. The Company'sCompany’s reporting currency is the Euro because substantially all of the Company'sCompany’s activities are conducted in Europe.


CASH

We consider all highly liquid investments purchased with maturities of three months or less to be cash equivalents. Cash deposits are occasionally in excess of insured amounts.

REVENUE RECOGNITION

  Exclusive Licenses
  The deliverables under an exclusive license agreement generally include the exclusive license to the Company’s technology, and may also include deliverables related to research activities to be performed on behalf of the collaborative collaborator and the manufacture of preclinical or clinical materials for the collaborative collaborator.
  Generally, exclusive license and or collaboration agreements contain nonrefundable terms for payments and, depending on the terms of the agreement, provide that

Effective January 1, 2018, the Company will (i) provide research services which are reimbursed at a contractually determined rate which includes margin for the Company, (ii) participate in a joint steering committee to monitor the progress of the research and development which will be reimbursed at a contractually determined rate which includes margin for the Company, (iii) earn payments upon the achievement of certain milestones and (iv) earn royalty payments at the time of commercialization until the later of expiration of the last to expire valid patent rights expire or 10 years after the first commercial sale. The Company may provide technical assistance and share any technology improvements with its collaborators during the term of the collaboration agreements. The Company does not directly control when any collaborator will request research or manufacturing services, achieve milestones or become liable for royalty payments. As a result, the Company cannot predict when it will recognize revenues in connection with any of the foregoing.

  The Company follows the provisions of the Financial Accounting Standards Board (FASB)adopted Accounting Standards Codification (ASC) Topic 605-25, "Revenue Recognition—Multiple Element Arrangements,"606, Revenue from Contracts with Customers, using the modified retrospective method and ASCthere was no impact to financial position and results of operations as a result of the adoption. This standard applies to all contracts with customers, except for contracts that are within the scope of other standards, such as leases, insurance, collaboration arrangements and financial instruments. Under Topic 605-28, "Revenue Recognition—Milestone Method,"606, an entity recognizes revenue when its customer obtains control of promised goods or services, in accountingan amount that reflects the consideration which the entity expects to receive in exchange for these agreements. In orderthose goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of Topic 606, the entity performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to accountthe performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for these agreements,the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of Topic 606, the Company must identifyassesses the deliverables includedgoods or services promised within each contract and determines those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Overall, adoption of the new standard did not result in an adjustment to amounts previously reported in our consolidated financial statements and there were no other significant changes impacting the timing or measurement of our revenue or our business processes and controls.

The Company has concluded that government grants are not within the agreement and evaluate which deliverables represent separate unitsscope of accounting based on if certain criteria areTopic 606, as they do not meet the definition of a contract with a “customer”. The Company concluded the definition of a contract with a “customer” was not met including whetheras the delivered element has standalone valuecounterparty to the collaborator. The consideration received is allocated amonggovernment grants has not contracted to obtain goods or services and thus the separate unitscontracts are not considered to have commercial substance. Government grants provide the Company with payments for certain types of accounting, and the applicable revenue recognition criteria are appliedexpenditures related to each of the separate units. Factors considered in this determination include the research and manufacturing capabilities of the collaborator and the availability of technology research expertise in the general marketplace.

Fixed price contracts and research and collaboration agreements
  When the performance under a fixed price contract can be reasonably estimated, revenue for such a contract is recognized under the proportional performance method and earned in proportion to the contract costs incurred in performance of the work as compared to total estimated contract costs. Costs incurred under fixed price contracts represent a reasonable measurement of proportional performance of the work. Direct costs incurred under collaborative research and development agreementsactivities over a contractually defined period. Revenue from government grants is recognized in the period during which the related costs are recorded as research and development expenses. Ifincurred, provided that the performanceapplicable conditions under a fixed price contract cannot be reasonably estimated,the government contracts have been met.

NIH

On April 29, 2019, the National Institutes of Health (“NIH”) awarded the Company recognizes the revenue onand Texas Biomedical Research Institute (“Texas Biomed”) a straight-line basis over the contract term.

HORIZON 2020
  In April 2015, the Company was selected to receive project grants with a total of E8.4 million. A total of E5.3 million is funded as part of Horizon 2020, the European Union research and innovation framework program and up to E3.1 million of funding will be provided by the Swiss State “Secretariat for Education, Research and Innovation” (SERI)five-year grant for the Swiss based consortium partners.project called “Cold Chain-independent, Needle-free Mucosal Virosomal Vaccine to Prevent HIV-1 Acquisition at Mucosal Levels” (“NIH Grant”). The grant funds the evaluation, development and manufacturing scale-up of thermo-stable and cold-chain independent nano-pharmaceutical virosome-based vaccine candidates. Of the total amount, E3.4 million is directly attributable to Mymetics’ activities, with the remaining balance going to the consortium partners. The project duration is 42 months and started on May 4, 2015.1, 2019 and is planned for five years. It was initially co-led by Texas Biomed, but due to the move of Dr. Ruth Ruprecht, the Co-Principal Investigator, to the University of Louisiana at Lafayette (“ULL”) at the end of 2019, ULL has become the co-lead with Mymetics for this project. The overall budget related to the project is US$8,850 with US$1,940 approved for the first year, US$1,856 approved for the second year and US$ 1,720 for the third year.

8

The amounts mentioned in the following statements are purely related to the Company received a pre-payment fromand not to the two granting organizationsother partners in the project: The overall portion of the grant allocated to the Company is US$5,930, with US$1,190 approved for the first year, US$1,052 for the second year and US$ 1,078 for the third year.

The cost incurred and granted under the sub-award with Texas Biomed for the period of May to December 2019 was US$547 (€542). The sub-award contract between ULL and the Company for the second year (May 2020 to April 2021) was signed for a total valuebudget of E1.5 millionUS$870 and US$1,078 for the third year. The total grant revenue incurred as of today is US$2,361 (€2,230), of which US$536 (€482) has been incurred during the quarter ended March 31, 2022. First results are expected to be reported in May 2015,2023.

The project has the objective to prepare the Company’s promising HIV-1 vaccine candidate for clinical trials, by first executing a second tranchenon-human primate (“NHP”) study, where the test subjects will be receiving Mymetics’ virosome based HIV-1 vaccine candidate by several intra-muscular and intra-nasal applications, followed by rectal challenges. As of E917March 31, 2022, Mymetics has successfully produced five sets of virosome based vaccines and the NHPs have received two intramuscular vaccinations and three intranasal vaccinations in two different studies. The vaccinations were well tolerated. These studies are ongoing. The vaccine is created to induce protective mucosal antibodies acting as a frontline defense against sexual HIV transmission. This awarded grant from the EU was received in December 2016, and E614 from “SERI” was received in April 2017, which will be used to finance the next reporting covering the period of November 2016 to October 2017. Thereafter another tranche of funding from the EU will be received which, accumulated with earlier tranches, cannot exceed 90%NIH can continue some of the agreed budget.developments that were achieved during the European Horizon 2020 project.

In February 2021, Mymetics announced the publication of results in Frontiers in Immunology with title: “Cooperation between Systemic and Mucosal Antibodies Induced by Virosomal Vaccines Targeting HIV-1 Env: Protection of Indian Rhesus Macaques against Mucosal SHIV challenges”.

Option to License Agreement – ANERGIS SA

In April 2018 Mymetics engaged in a Research and Option to License Agreement with Anergis SA. Under the agreement, a mice proof-of-concept immunogenicity study evaluated the effects of the Bet v 1 COPs (Anergis’ proprietary birch pollen allergy peptides) using the five subcutaneous injection schedule used in former AllerT clinical trials. The pre-payments have been recorded asdevelopment of AllerT (Bet v 1 COPs plus aluminum hydroxide) was discontinued by Anergis in 2017 following completion of a current liabilityPhase 2 clinical trial showing evidence of sensitization to the peptides and a 7% reduction in deferred revenueseasonal allergy symptoms vs placebo (p=0.0047). In the mice study, AllerT was compared to Bet v 1 COPs linked to Mymetics’ virosomes (the “Bet v 1 COP-virosomes”).

In December 2018 Anergis and revenueMymetics reported that the administration of AllerT led to the development of Bet v 1 specific IgEs (p<0.001) associated with a more pronounced TH2 than TH1 response. In contrast, in the mice receiving the Bet v 1 COP-virosomes, no development of Bet v 1 specific IgEs were observed (p<0.001 vs AllerT). With the same dose of Bet v 1 COPs, there was a strong boost of immunogenicity with a TH1 antibody response, which was a hundred times greater than with aluminum hydroxide (p<0.001). The Bet v 1 COP-virosomes were well tolerated. The success criteria were met and Anergis had a time limited option to enter into an exclusive license agreement with Mymetics for the use of virosomes in the field of allergies.

In October 2019, Mymetics announced that Anergis SA started a new study with Stallergenes Greer SA whereby the COP-Virosomes were tested in the therapeutic mouse model of birch allergy in comparison with positive controls, i.e., birch allergen and birch pollen extract. This model has been recognizedconfirmed as services are delivered.


SANOFI PASTEUR BIOLOGICS
  On Decemberhaving predictive value towards the future clinical efficacy of new AIT treatment candidates.

In May 2020, Mymetics announced the results of the study with Stallergenes Greer, a worldwide leader in allergen immunotherapy (AIT) and Anergis, a leader in ultra-fast AIT research and development. The results showed that a treatment with COP-virosomes was able to cure allergic asthma in birch pollen sensitized mice and that the COP-virosomes were significantly superior to the COP or the virosome alone, confirming the synergy between COP and virosomes to foster an improved second-generation AIT treatment.

In January 2021, following the two successful studies with its virosome platform, Mymetics announced the acceptance of its joint publication in the scientific journal Clinical & Experimental Allergy with Stallergenes Greer SA and Anergis SA, with the title: Bet v 1 2016, Mymetics Corporationcontiguous overlapping peptides anchored to virosomes with TLR4 agonist enhance immunotherapy efficacy in mice.

As of February 1, 2021, Anergis SA has entered into a material definitive Research Agreement with Sanofi Pasteur Biologics, LLC, the vaccine division of Sanofi (SNY). The project will investigate the immunogenicity of influenza vaccines based on the Company’s proprietary virosome technology platform in preclinical settings. If this project is successfulliquidation since it could result in a further and more extensive collaboration between the two companies. The project duration is sixwas not able to twelve months and started in January 2017. The revenue is recognized upon delivery of the contractual material.

raise sufficient funds to continue to operate.

RECEIVABLES

Receivables are stated at their outstanding principal balances. Management reviews the collectability of receivables on a periodic basis and determines the appropriate amount of any allowance. There was no allowance necessary at September 30, 2017March 31, 2022 or December 31, 2016.2021. The Company chargeswrites off receivables to the allowance when management determines that a receivable is not collectible. The Company may retain a security interest in the products sold.

9

PROPERTY AND EQUIPMENT

Property and equipment is recorded at cost and is depreciated over its estimated useful life on straight-line basis from the date placed in service. Estimated useful lives are usually taken as three years.

IMPAIRMENT OF LONG LIVEDLONG-LIVED ASSETS

Long-lived assets, which include property and equipment, are assessed for impairment whenever events or changes in circumstances indicate the carrying amount of the asset may not be recoverable. The impairment testing involves comparing the carrying amount to the forecasted undiscounted future cash flows generated by that asset. In the event the carrying value of the assets exceeds the undiscounted future cash flows generated by that asset and the carrying value is not considered recoverable, impairment exists. An impairment loss is measured as the excess of the asset’s carrying value over its fair value, calculated using a discounted future cash flow method. An impairment loss would be recognized in net income (loss) in the period that the impairment occurs.

GOODWILL

Goodwill represents the excess of purchase price over the value assigned to the net tangible and identifiable intangible assets of a business acquired. The Company typically performs its annual goodwill impairment test effective as of April 1 of each year, unless events or circumstances indicate impairment may have occurred before that time. The Company assesses qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. After assessing qualitative factors, the Company determined that no further testing was necessary. If further testing was necessary, the Company would determine the fair value of each reporting unit and compare the fair value to the reporting unit'sunit’s carrying amount. An impairment loss would be recognized for the excess of aThe Company has one reporting unit's carrying amount over its fair value. As of September 30, 2017, management believes there are no indications of impairment.

unit.

RESEARCH AND DEVELOPMENT

Research and development costs are expensed as incurred.

WITHHOLDING TAXES

On March 10, 2021, the Swiss Federal tax administration conducted a withholding tax audit on Mymetics SA’s financial statements for the years 2015 to 2019. At the end of the tax audit, the tax inspector concluded that a portion of the intercompany interest expenses related to the subordinated loan from Mymetics Corporation to Mymetics SA could be considered as a hidden dividend distribution and therefore subject to Swiss withholding tax. The tax inspector encouraged the Company to file the relevant Swiss withholding tax forms to benefit from the double tax treaty between Switzerland and the United States. All required documentation has been sent, assessed and approved by the Swiss Federal tax administration. The portion of the intercompany interest expenses related to the subordinated loan from Mymetics Corporation to Mymetics SA is considered as a hidden dividend distribution and therefore subject to Swiss withholding tax at a reduced tax rate of 5% and based on the double tax treaty in force between Switzerland and the United State of America. All required tax declaration forms have been filed and the related withholding tax amounts have been accounted for as of December 31, 2021.

TAXES ON INCOME

The Company accounts for income taxes under an asset and liability approach that requires the recognition of deferred tax assets and liabilities for expected future tax consequences of events that have been recognized in the Company'sCompany’s financial statements or tax returns. In estimating future tax consequences, the Company generally considers all expected future events other than enactments of changes in the tax laws or rates.

The Company reports a liability, if any, for unrecognized tax benefits resulting from uncertain income tax positions taken or expected to be taken in an income tax return. Estimated interest and penalties, if any, are recorded as a component of interest expense and other expense, respectively.


The Company has not recorded any liabilities for uncertain tax positions or any related interest and penalties at September 30, 2017March 31, 2022 or December 31, 2016.2021. The Company’s United States tax returns are open to audit for the years ended December 31, 20142016 to 2016.2019. The returns for the Swiss subsidiary, Mymetics S.A., are open to audit for the yearsyear ended December 31, 2010 to 2016.2021. The returns for the Netherlands subsidiaries, Bestewil B.V. and Mymetics B.V., are open to audit for the year ended December 31, 2016.

2021.

10

EARNINGS PER SHARE

Basic earnings per share is computed by dividing net income or loss attributable to common shareholders by the weighted average number of common shares outstanding in the period. Diluted earnings per share takes into consideration common shares outstanding (computed under basic earnings per share) and potentially dilutive securities. For the periodsquarters ended September 30, 2017March 31, 2022 and 2016,2021, options and convertible debt were not included in the computation of diluted earnings per share because their effect would be anti-dilutive due to net losses incurred under the treasury stock method.

  For the three and nine months ended September 30, 2017, the basic weighted and diluted average number of shares was 303,757,622. The total potential number of shares issuable of 614,033,846 at September 30, 2017 includes 584,933,846 potential issuable shares related to convertible loans, and 29,100,000 potential issuable shares related to outstanding stock options granted to employees.

For the three months ended September 30, 2016,March 31, 2022, the basic weighted average number of shares was 303,757,622. The total potential number of shares issuable of 577,568,516775,330,552 at September 30, 2016March 31, 2022 includes 548,334,168749,580,552 potential issuable shares related to convertible loans and 29,234,34825,750,000 potential issuable shares related to outstanding stocknot expired options granted to employees.

For the ninethree months ended September 30, 2016,March 31, 2021, the basic weighted average number of shares was 303,757,622. The total potential number of shares issuable of 577,580,317738,730,875 at September 30, 2016March 31, 2021 includes 548,334,168712,980,875 potential issuable shares related to convertible loans and 29,246,14925,750,000 potential issuable shares related to outstanding stocknot expired options granted to employees.

PREFERRED STOCK

The Company has authorized 5,000,000 shares of preferred stock that may be issued in several series with varying dividend, conversion and voting rights. No preferred shares are issued or outstanding at September 30, 2017March 31, 2022 or December 31, 2016.

STOCK-BASED COMPENSATION
  Compensation cost for all share-based payments is based on the estimated grant-date fair value. The Company amortizes stock compensation cost ratably over the requisite service period.
The issuance of common shares for services is recorded at the quoted price of the shares on the date the shares are issued. No shares were issued to individuals as fee for services rendered in the nine months ended September 30, 2017 nor in the nine months ended September 30, 2016.
During the three month periods ended September 30, 2017 and 2016, stock compensation expense amounted to E13 and E18, respectively. Stock compensation expense amounted to E31 and E63 during the nine month periods ended September 30, 2017 and 2016, respectively, and is included in the consolidated statements of comprehensive loss within general and administrative expenses.
2021.

ESTIMATES

The preparation of financial statements in conformity with United States generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

FAIR VALUE MEASUREMENTS

Fair value guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include:

Level  1-
Quoted prices in active markets for identical assets or liabilities.
Level  2-
Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level  3-
Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Level 1-

Quoted prices in active markets for identical assets or liabilities.

Level 2-

Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3-

Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

FAIR VALUES OF FINANCIAL INSTRUMENTS

The Company generally has the following financial instruments: cash, receivables, accounts payable, and notes payable. The carrying value of cash, receivablesaccounts receivable, and accounts payable, approximates their fair value based on the short-term nature of these financial instruments. Management believes that it is not practicable to estimate the fair value of the notes payable due to conversion features andis reflecting the unique nature ofactual value reported for these instruments.

CONCENTRATIONS

The Company derived 100%98% and 83%99% of grant revenue for the three-month period ended March 31, 2021 and 2022 from one partner, respectively. For the period ended December 31, 2021, the Company derived 99% of grant revenue from its relationship with one collaborative partner during the three month periods ended September 30, 2017 and September 30, 2016, respectively, and 82% and 57% with the same collaborative partner during the nine month periods ended September 30, 2017 and September 30, 2016, respectively.

partner.

RELATED PARTY TRANSACTIONS

Mr. Ernest M. Stern, the Company’s outside U.S. counsel, is both a director of the Company and wasis a partner in Akerman LLP,Culhane Meadows PLLC, the firm retained as legal counsel by the Company. Mr. Stern resigned from the firm Akerman LLP and became a partner in the law firm of Culhane Meadows PLLC as of March 1, 2017. Culhane Meadows PLLC is the Company’s legal counsel effective March 1, 2017.The Company incurred professional fees to the counsel'scounsel’s law firmsfirm totaling E31€6 and E51€17 for the ninethree months ended September 30, 2017March 31, 2021 and 2016,2022, respectively.

Two of the Company’s major shareholders have granted secured convertible notes and short termshort-term convertible notes and promissory notes, which have a total carrying amount of E48,276,€67,573, including interest due to date. Conversion prices on the Euro-denominated convertible debt have been fixed to a fixed Euro/US dollar exchange rate.

NEW ACCOUNTING PRONOUNCEMENTS
  On May 28, 2014, FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, Topic 606, requiring an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The updated standard will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective and permits the use of either the retrospective or cumulative effect transition method. The updated standard becomes effective for us in the first quarter of fiscal 2018. The Company is in the process of analyzing the impact adoption will have on our annual and interim financial statements. The Company will also be required to make additional disclosures under the new guidance. We continue to assess the impact on all areas of our revenue recognition, disclosure requirements, and changes that may be necessary to our internal controls over financial reporting.
  In January 2017, the FASB issued ASU 2017-04, Intangibles, Goodwill and Other, to supersede the current guidance by replacing the current two-step impairment test with a one-step impairment test. The guidance is effective for annual and interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for goodwill impairment tests performed after January 1, 2017. The Company elected early adoption as of January 1, 2017. Adoption of this standard did not have an impact on Company's consolidated financial statements.

Note 2. Debt Financing

Certain principal shareholders have granted the Company secured convertible notes (in accordance with the Uniform Commercial Code in the State of Delaware), short term convertible notes and other short termshort-term notes, which have a total carrying value of E48,276€68,027 including interest due to date. Interest incurred on these notes since inception has been added to the principal amounts.


11

The details of the convertible notes and loans are as follows at March 31, 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed

 

 

 

 

 

 

 

 

 

 

 

 

Conversion

 

Rate

 

Lender

 

1st-Issue

 

 

Principal

 

Duration

 

Interest

 

Price

 

EUR/USD

 

Price

 

Date

 

 

Amount

 

(Note)

 

Rate

 

(stated)

 

Conversion

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Eardley Holding A.G. (1)

 

06/23/2006

 

 

E

162

 

(2

)

10% pa

 

$

0.10

 

N/A

 

Anglo Irish Bank S.A.(3)

 

10/21/2007

 

 

E

500

 

(2

)

10% pa

 

$

0.50

 

1.4090

 

Round Enterprises Ltd.

 

12/10/2007

 

 

E

1,500

 

(2

)

10% pa

 

$

0.50

 

1.4429

 

Round Enterprises Ltd.

 

01/22/2008

 

 

E

1,500

 

(2

)

10% pa

 

$

0.50

 

1.4629

 

Round Enterprises Ltd.

 

04/25/2008

 

 

E

2,000

 

(2

)

10% pa

 

$

0.50

 

1.5889

 

Round Enterprises Ltd.

 

06/30/2008

 

 

E

1,500

 

(2

)

10% pa

 

$

0.50

 

1.5380

 

Round Enterprises Ltd.

 

11/18/2008

 

 

E

1,200

 

(2

)

10% pa

 

$

0.50

 

1.2650

 

Round Enterprises Ltd.

 

02/09/2009

 

 

E

1,500

 

(2

)

10% pa

 

$

0.50

 

1.2940

 

Round Enterprises Ltd.

 

06/15/2009

 

 

E

5,500

 

(2,4

)

10% pa

 

$

0.80

 

1.4045

 

Eardley Holding A.G.

 

06/15/2009

 

 

E

100

 

(2,4

)

10% pa

 

$

0.80

 

1.4300

 

Von Meyenburg

 

08/03/2009

 

 

E

200

 

(2

)

10% pa

 

$

0.80

 

1.4400

 

Round Enterprises Ltd.

 

10/13/2009

 

 

E

2,000

 

(2

)

5% pa

 

$

0.25

 

1.4854

 

Round Enterprises Ltd.

 

12/18/2009

 

 

E

2,200

 

(2

)

5% pa

 

$

0.25

 

1.4338

 

Round Enterprises Ltd.

 

08/04/2011

 

 

E

1,023

 

(5,6

)

10% pa

 

$

0.034

 

N/A

 

Eardley Holding A.G.

 

08/04/2011

 

 

E

256

 

(5,6

)

10% pa

 

$

0.034

 

N/A

 

Round Enterprises Ltd.

 

11/08/2011

 

 

E

400

 

(6

)

10% pa

 

$

0.034

 

1.3787

 

Eardley Holding A.G.

 

11/08/2011

 

 

E

100

 

(6

)

10% pa

 

$

0.034

 

1.3787

 

Round Enterprises Ltd.

 

02/10/2012

 

 

E

1,000

 

(6

)

10% pa

 

$

0.034

 

1.3260

 

Eardley Holding A.G.

 

02/14/2012

 

 

E

200

 

(6

)

10% pa

 

$

0.034

 

1.3260

 

Round Enterprises Ltd.

 

04/19/2012

 

 

E

322

 

(6

)

10% pa

 

$

0.034

 

1.3100

 

Eardley Holding A.G.

 

04/19/2012

 

 

E

80

 

(6

)

10% pa

 

$

0.034

 

1.3100

 

Round Enterprises Ltd.

 

05/04/2012

 

 

E

480

 

(6

)

10% pa

 

$

0.034

 

1.3152

 

Eardley Holding A.G.

 

05/04/2012

 

 

E

120

 

(6

)

10% pa

 

$

0.034

 

1.3152

 

Round Enterprises Ltd.

 

09/03/2012

 

 

E

200

 

(6

)

10% pa

 

$

0.034

 

1.2576

 

Eardley Holding A.G.

 

09/03/2012

 

 

E

50

 

(6

)

10% pa

 

$

0.034

 

1.2576

 

Round Enterprises Ltd.

 

11/14/2012

 

 

E

500

 

(6

)

10% pa

 

$

0.034

 

1.2718

 

Eardley Holding A.G.

 

12/06/2012

 

 

E

125

 

(6

)

10% pa

 

$

0.034

 

1.3070

 

Round Enterprises Ltd.

 

01/16/2013

 

 

E

240

 

(6

)

10% pa

 

$

0.034

 

1.3318

 

Eardley Holding A.G.

 

01/16/2013

 

 

E

60

 

(6

)

10% pa

 

$

0.034

 

1.3318

 

Round Enterprises Ltd.

 

03/25/2013

 

 

E

400

 

(6

)

10% pa

 

$

0.037

 

1.2915

 

Eardley Holding A.G.

 

04/14/2013

 

 

E

150

 

(6

)

10% pa

 

$

0.034

 

1.3056

 

Round Enterprises Ltd.

 

04/14/2013

 

 

E

600

 

(6

)

10% pa

 

$

0.034

 

1.3056

 

Eardley Holding A.G.

 

05/15/2013

 

 

E

170

 

(6

)

10% pa

 

$

0.037

 

1.2938

 

Round Enterprises Ltd.

 

05/15/2013

 

 

E

680

 

(6

)

10% pa

 

$

0.037

 

1.2938

 

Eardley Holding A.G.

 

06/24/2013

 

 

E

60

 

(6

)

10% pa

 

$

0.025

 

1.3340

 

Round Enterprises Ltd.

 

06/24/2013

 

 

E

240

 

(6

)

10% pa

 

$

0.025

 

1.3340

 

Eardley Holding A.G.

 

08/05/2013

 

 

E

80

 

(6

)

10% pa

 

$

0.018

 

1.3283

 

Round Enterprises Ltd.

 

08/05/2013

 

 

E

320

 

(6

)

10% pa

 

$

0.018

 

1.3283

 

Eardley Holding A.G.

 

03/01/2017

 

 

E

230

 

(7

)

2.5% pa

 

 

N/A

 

N/A

 

Round Enterprises Ltd.

 

03/01/2017

 

 

E

920

 

(7

)

2.5% pa

 

 

N/A

 

N/A

 

Eardley Holding A.G.

 

10/18/2017

 

 

E

230

 

(7

)

2.5% pa

 

 

N/A

 

N/A

 

Round Enterprises Ltd.

 

10/18/2017

 

 

E

920

 

(7

)

2.5% pa

 

 

N/A

 

N/A

 

Eardley Holding A.G.

 

06/01/2018

 

 

E

160

 

(8

)

2.5% pa

 

 

N/A

 

N/A

 

Round Enterprises Ltd.

 

06/01/2018

 

 

E

640

 

(8

)

2.5% pa

 

 

N/A

 

N/A

 

Eardley Holding A.G.

 

11/10/2018

 

 

E

160

 

(8

)

2.5% pa

 

 

N/A

 

N/A

 

Round Enterprises Ltd.

 

11/10/2018

 

 

E

640

 

(8

)

2.5% pa

 

 

N/A

 

N/A

 

Eardley Holding A.G.

 

06/15/2019

 

 

E

120

 

(9

)

2.5% pa

 

 

N/A

 

N/A

 

Round Enterprises Ltd.

 

06/15/2019

 

 

E

480

 

(9

)

2.5% pa

 

 

N/A

 

N/A

 

Eardley Holding A.G.

 

12/20/2019

 

 

E

120

 

(10

)

2.5% pa

 

 

N/A

 

N/A

 

Round Enterprises Ltd.

 

12/20/2019

 

 

E

480

 

(10

)

2.5% pa

 

 

N/A

 

N/A

 

Eardley Holding A.G.

 

06/15/2020

 

 

E

220

 

(11

)

2.5% pa

 

 

N/A

 

N/A

 

Round Enterprises Ltd.

 

06/15/2020

 

 

E

880

 

(11

)

2.5% pa

 

 

N/A

 

N/A

 

Eardley Holding A.G.

 

12/15/2020

 

 

E

170

 

(12

)

2.5% pa

 

 

N/A

 

N/A

 

Round Enterprises Ltd.

 

12/15/2020

 

 

E

680

 

(12

)

2.5% pa

 

 

N/A

 

N/A

 

Eardley Holding A.G.

 

08/15/2021

 

 

E

240

 

(13

)

2.5% pa

 

 

N/A

 

N/A

 

Round Enterprises Ltd.

 

08/15/2021

 

 

E

960

 

(13

)

2.5% pa

 

 

N/A

 

N/A

 

Total Short Term Principal Amounts

 

 

 

 

E

36,048

 

 

 

 

 

 

 

 

 

 

 Accrued Interest

 

 

 

 

E

31,979

 

 

 

 

 

 

 

 

 

 

TOTAL LOANS AND NOTES

 

 

 

 

E

68,027

 

 

 

 

 

 

 

 

 

 

12

(1)

Private investment company of Dr. Thomas Staehelin, member of the Board of Directors and of the Audit Committee of the Company. Face value is stated in U.S. dollars at $190.

(2)

This maturity date is automatically prolonged for periods of three months, unless called for repayment.

(3)

Renamed Hyposwiss Private Bank Genève S.A. and acting on behalf of Round Enterprises Ltd. which is a major shareholder.

(4)

The loan is secured against 2/3rds of the IP assets of Bestewil Holding BV and against all property of the Company.

(5)

The face values of the loans are stated in U.S. dollars at $1,200 and $300, respectively.

(6)

This maturity date is automatically prolonged for periods of three months, unless called for repayment. The conversion price per share is determined by the lower of (i) reducing by 10% the price per share of the Company’s common stock paid by the investors in connection with an investment in the Company of not less than US$20,000, or (ii) at the fixed conversion price using a fixed exchange rate which are noted in the table above. The convertible note holder has the right to convert at any time prior to the maturity date, at the convertible note holder’s option, prior to the repayment of the outstanding balance under the note by the Company, to convert the unpaid outstanding principal balance and accrued interest, in whole or in part, into common stock at the fixed conversion price as stated in the contract.

(7)

On March 1, 2017, Round Enterprises Ltd. and Eardley Holding AG each provided two promissory Notes for a total of €1,840 and €460, respectively, with a 2.5% interest per annum and a maturity date of March 1, 2018. The first 50% of the promissory Notes of €920 and €230, respectively, were provided immediately. The second 50% of the promissory notes of €920 and €230, respectively, were provided on October 18, 2017 with a 2.5% interest per annum and a maturity date of October 18, 2018. Both Round Enterprises Ltd. And Eardley Holding AG have agreed to amend the maturity date of these promissory notes to follow the same terms of the other convertible loans. Therefore, the maturity date of the promissory notes is amended to be the later of (i) June 30, 2018, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes. The amendments were accounted for as modifications in the consolidated financial statements.

(8)

On June 1, 2018, Round Enterprises Ltd. and Eardley Holding AG each provided two promissory Notes for a total of €1,280 and €320 in two tranches, respectively, with a 2.5% interest per annum. The first tranche of the promissory Notes of €640 and €160, respectively, were provided immediately. The second tranche of the promissory notes of €640 and €160, respectively, were provided on November 10, 2018 with a 2.5% interest per annum. The maturity date of these promissory notes to follow the same terms of other convertible loans and is the later of (i) June 30, 2019, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes.

(9)

On June 15, 2019, Round Enterprises Ltd. and Eardley Holding AG each provided promissory Notes for a total of €600 with a 2.5% interest per annum. The promissory Notes of €480 and €120, respectively, were provided immediately. The maturity date of these promissory notes to follow the same terms of other convertible loans and is the later of (i) December 31, 2020, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes.

(10)

On December 20, 2019, Round Enterprises Ltd. and Eardley Holding AG each provided promissory Notes for a total of €600 with a 2.5% interest per annum. The promissory Notes of €480 and €120, respectively, were provided immediately. The maturity date of these promissory notes to follow the same terms of other convertible loans and is the later of (i) June 30, 2020, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes.

13

(11)

On June 15, 2020, Round Enterprises Ltd. and Eardley Holding AG each provided promissory Notes for a total of €1,100 with a 2.5% interest per annum. The promissory Notes of €880 and €220, respectively, were provided immediately. The maturity date of these promissory notes to follow the same terms of other convertible loans and is the later of (i) September 30, 2020, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes.

(12)

On December 15, 2020, Round Enterprises Ltd. and Eardley Holding AG each provided promissory Notes for a total of €850 with a 2.5% interest per annum. The promissory Notes of €680 and €170, respectively, were provided immediately. The maturity date of these promissory notes to follow the same terms of other convertible loans and is the later of (i) March 31, 2021, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes.

(13)

On August 15, 2021, Round Enterprises Ltd. and Eardley Holding AG each provided promissory Notes for a total of €1,200 with a 2.5% interest per annum. The promissory Notes of €960 and €240, respectively, were provided immediately. The maturity date of these promissory notes to follow the same terms of other convertible loans and is the later of (i) December 31, 2021, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes.

On April 2, 2020, the Swiss entity, Mymetics SA, received a federal credit line of Chf 168 (€156) in relation with the Covid-19 pandemic. This credit line applies for five years and is fully guaranteed by the Swiss Confederation via guaranteed organizations. The interest rate is currently at 0 percent until March 31, 2021. The Swiss Confederation has the right to adjust the interest rate to the market rate. The first revision took place as of April 1, 2021, but no modification was applied.

Certain of the secured convertible notes have conversion features that should be bifurcated from the debt and recorded at fair value; however, as of December 31, 2021, and 2020, the probability of the conversion features being exercised was zero. For this reason, the conversion features is not required to be bifurcated from the debt as the fair value is zero at March 31, 2022 and December 31, 2021.

Note 3. Commitments

The facility lease agreement for Epalinges, Switzerland, is automatically renewed month by month with a notice period of three months. The related rent is paid monthly in the amount of €4 and is considered a short-term lease. As the term is less than twelve months, the lease is outside of the scope of ASC 842 and not accounted for on the balance sheet due to the Company’s policy elections.

The facility lease agreement for Leiden, The Netherlands, runs until March 31, 2024, and can be terminated with a six month notice as of September 30, 2017:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed
 
 
 
 
 
 
 
 
 
 
 
 
Conversion
 
 
Rate
 
Lender
 
1st-Issue
 
Principal
 
 
Duration
 
Interest
 
Price
 
 
EUR/USD
 
Price
 
Date
 
Amount
 
 
(Note)
 
Rate
 
(stated)
 
 
Conversion
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Eardley Holding A.G. (1)
 
06/23/2006
  E 
  161 
  (2)
10% pa
 $0.10 
  N/A 
Anglo Irish Bank S.A.(3)
 
10/21/2007
  E 
  500 
  (2)
10% pa
 $0.50 
  1.4090 
Round Enterprises Ltd.
 
12/10/2007
  E 
  1,500 
  (2)
10% pa
 $0.50 
  1.4429 
Round Enterprises Ltd.
 
01/22/2008
  E 
  1,500 
  (2)
10% pa
 $0.50 
  1.4629 
Round Enterprises Ltd.
 
04/25/2008
  E 
  2,000 
  (2)
10% pa
 $0.50 
  1.5889 
Round Enterprises Ltd.
 
06/30/2008
  E 
  1,500 
  (2)
10% pa
 $0.50 
  1.5380 
Round Enterprises Ltd.
 
11/18/2008
  E 
  1,200 
  (2)
10% pa
 $0.50 
  1.2650 
Round Enterprises Ltd.
 
02/09/2009
  E 
  1,500 
  (2)
10% pa
 $0.50 
  1.2940 
Round Enterprises Ltd.
 
06/15/2009
  E 
  5,500 
  (2,4)
10% pa
 $0.80 
  1.4045 
Eardley Holding A.G.
 
06/15/2009
  E 
  100 
  (2,4)
10% pa
 $0.80 
  1.4300 
Von Meyenburg
 
08/03/2009
  E 
  200 
  (2)
10% pa
 $0.80 
  1.4400 
Round Enterprises Ltd.
 
10/13/2009
  E 
  2,000 
  (2)
5% pa
 $0.25 
  1.4854 
Round Enterprises Ltd.
 
12/18/2009
  E 
  2,200 
  (2)
5% pa
 $0.25 
  1.4338 
Round Enterprises Ltd.
 
08/04/2011
  E 
  1,016 
  (5,6)
10% pa
 $0.034 
  N/A 
Eardley Holding A.G.
 
08/04/2011
  E 
  254 
  (5,6)
10% pa
 $0.034 
  N/A 
Round Enterprises Ltd.
 
11/08/2011
  E 
  400 
  (6)
10% pa
 $0.034 
  1.3787 
Eardley Holding A.G.
 
11/08/2011
  E 
  100 
  (6)
10% pa
 $0.034 
  1.3787 
Round Enterprises Ltd.
 
02/10/2012
  E 
  1,000 
  (6)
10% pa
 $0.034 
  1.3260 
Eardley Holding A.G.
 
02/14/2012
  E 
  200 
  (6)
10% pa
 $0.034 
  1.3260 
Round Enterprises Ltd.
 
04/19/2012
  E 
  322 
  (6)
10% pa
 $0.034 
  1.3100 
Eardley Holding A.G.
 
04/19/2012
  E 
  80 
  (6)
10% pa
 $0.034 
  1.3100 
Round Enterprises Ltd.
 
05/04/2012
  E 
  480 
  (6)
10% pa
 $0.034 
  1.3152 
Eardley Holding A.G.
 
05/04/2012
  E 
  120 
  (6)
10% pa
 $0.034 
  1.3152 
Round Enterprises Ltd.
 
09/03/2012
  E 
  200 
  (6)
10% pa
 $0.034 
  1.2576 
Eardley Holding A.G.
 
09/03/2012
  E 
  50 
  (6)
10% pa
 $0.034 
  1.2576 
Round Enterprises Ltd.
 
11/14/2012
  E 
  500 
  (6)
10% pa
 $0.034 
  1.2718 
Eardley Holding A.G.
 
12/06/2012
  E 
  125 
  (6)
10% pa
 $0.034 
  1.3070 
Round Enterprises Ltd.
 
01/16/2013
  E 
  240 
  (6)
10% pa
 $0.034 
  1.3318 
Eardley Holding A.G.
 
01/16/2013
  E 
  60 
  (6)
10% pa
 $0.034 
  1.3318 
Round Enterprises Ltd.
 
03/25/2013
  E 
  400 
  (6)
10% pa
 $0.037 
  1.2915 
Eardley Holding A.G.
 
04/14/2013
  E 
  150 
  (6)
10% pa
 $0.034 
  1.3056 
Round Enterprises Ltd.
 
04/14/2013
  E 
  600 
  (6)
10% pa
 $0.034 
  1.3056 
Eardley Holding A.G.
 
05/15/2013
  E 
  170 
  (6)
10% pa
 $0.037 
  1.2938 
Round Enterprises Ltd.
 
05/15/2013
  E 
  680 
  (6)
10% pa
 $0.037 
  1.2938 
Eardley Holding A.G.
 
06/24/2013
  E 
  60 
  (6)
10% pa
 $0.025 
  1.3340 
Round Enterprises Ltd.
 
06/24/2013
  E 
  240 
  (6)
10% pa
 $0.025 
  1.3340 
Eardley Holding A.G.
 
08/05/2013
  E 
  80 
  (6)
10% pa
 $0.018 
  1.3283 
Round Enterprises Ltd.
 
08/05/2013
  E 
  320 
  (6)
10% pa
 $0.018 
  1.3283 
Eardley Holding A.G.
 
03/01/2017
  E 
  230 
  (7)
2.5% pa
  N/A 
  N/A 
Round Enterprises Ltd.
 
03/01/2017
  E 
  920 
  (7)
2.5% pa
  N/A 
  N/A 
Total Short Term Principal Amounts
 
 
  E 
  28,858 
    
 
    
    
   Accrued Interest
 
 
  E 
  19,781 
    
 
    
    
 
 
    
    
    
 
    
    
TOTAL LOANS AND NOTES
 
 
  E 
  48,639 
    
 
    
    
(1) Private investment company of Dr. Thomas Staehelin, member of the Board of Directors and of the Audit Committee of the Company. Face value2023. The related rent is stated in U.S. dollars at $190.
(2) This maturity date is automatically prolonged for periods of three months, unless called for repayment.
(3) Renamed Hyposwiss Private Bank Genève S.A. and acting on behalf of Round Enterprises Ltd. which is a major shareholder.

(4) The loan is secured against 2/3rds of the IP assets of Bestewil Holding BV and against all property of the Company.
(5) The face values of the loans are stated in U.S. dollars at $1,200 and $300, respectively.
(6) This maturity date is automatically prolonged for periods of three months, unless called for repayment. The conversion price per share is determined by the lower of (i) reducing by 10% the price per share of the Company’s common stock paid by the investors in connection with an investmentmonthly in the amount of €9. The Company ofdoes not less than US$20,000, or (ii) at the stated conversion price using a fixed exchange rate which are noted in the table above.
(7) On March 1, 2017, Round Enterprises Ltd.have any other operating lease for its research and Eardley Holding AG each provided two promissory Notes for a total of E1,840development facilities, corporate headquarter, offices and E460, respectively, with a 2.5% interest per annum and a maturity date of February 28, 2018. The first 50% of the promissory Notesof E920 and E230, respectively, were provided immediately.The second 50% of the promissory notes of E920 and E230,respectively, were provided on October 18, 2017.
equipment.

Note 3.4. Subsequent Events

  On October 18, 2017,

In April 2022, the Company agreed with Round Enterprises Ltd and Eardley Holding AG and Round Enterprises Ltd. executed the second setissuance of promissory notes forwith a total combined value of E1,150. These€1,200, with an annual interest rate of 2.5%. The promissory notes havewill be issued in two tranches, one tranche of €600 in April 2022 and the same terms and conditions assecond tranche of €600 about three months later. The maturity date for the first settranche is the later of promissory notes issued(i) September 30, 2022, or (ii) the end of a subsequent calendar quarter in which the Company receives a written request from the lender for repayment of the unpaid principal and accrued interest due under the Notes. The total amount of the first tranche of €600 is expected to be received on March 1, 2017,April 31, 2022.

In April 2022, the Company filed a report to the NIH in collaboration with an interestULL, to validate funds for the fifth year of 2.5% per annum and a maturity datethe ongoing HIV project (May 2022 to April 2023). The approval is pending as of October 18, 2018.

  On October 20, 2017,May 13, 2022.

In May 2022, the Company entered into an Amendment ofengagement agreements with two biotech consulting firms to source potential licensing, financing and/or acquisition opportunities for the Research Agreement dated December 1, 2016 with Sanofi Pasteur Biologics, LLC, the vaccine division of Sanofi SA, (“Sanofi”), to extend the date of the Research Agreement for an additional year. Under the terms of the Research Agreement Sanofi wanted to compare the immunogenicity of Mymetics’ influenza virosomes compared to Sanofi Pasteur’s egg-based split vaccine. The interest of Sanofi in a collaboration with Mymetics was based on the results of preclinical and clinical studies a few years ago with Solvay Pharmaceuticals that was acquired by Abbott in 2013. The initial results of the recent study did not achieve the expected benefits of Mymetics’ influenza virosomes and were contrary to earlier results Mymetics obtained with Solvay in multiple studies. Mymetics believes that there was an issue with the influenza virosome formulations that were produced. Mymetics has agreed to pay for a redesigned study, which Mymetics believes will be approximately US$125,000.-. Following the new study in the coming months, Mymetics will review the outcomes with Sanofi and determine next steps.


Company under customary compensation terms.

14

ITEM 2.

MANAGEMENT'SMANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

GENERAL

The following discussion and analysis of the results of operations and financial condition of Mymetics Corporation for the periods ended September 30, 2017March 31, 2022 and 20162021 should be read in conjunction with the Company'sCompany’s audited consolidated financial statements for the year ended December 31, 20162021 and related notes and the description of the Company'sCompany’s business and properties included elsewhere herein.

This report contains forward-looking statements that involve risks and uncertainties. The statements contained in this report are not purely historical but are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. These forward looking statements concern matters that involve risks and uncertainties that could cause actual results to differ materially from those projected in the forward-looking statements. Words such as "may," "will," "should," "could," "expect," "plan," "anticipate," "believe," "estimate," "predict," "potential," "continue"“may,” “will,” “should,” “could,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue”, "probably"“probably” or similar words are intended to identify forward looking statements, although not all forward looking statements contain these words.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity performance or achievements. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. We are under no duty to update any of the forward-looking statements after the date hereof to conform such statements to actual results or to changes in our expectations.

Readers are urged to carefully review and consider the various disclosures made by us which attempt to advise interested parties of the factors which affect our business, including without limitation disclosures made under the captions "Management“Management Discussion and Analysis of Financial Condition and Results of Operations," "Risk” “Risk Factors," "Consolidated” “Consolidated Financial Statements"Statements” and "Notes“Notes to Consolidated Financial Statements"Statements” included in our annual report on Form 10-K for the year ended December 31, 20162021 and, to the extent included therein, our quarterly reports on Form 10-Q filed during fiscal year 2017.

2022.

IMPACT OF THE NOVEL CORONAVIRUS

On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus originating in Wuhan, China (the “COVID-19 outbreak”) and the risks to the international community as the virus spreads globally beyond its point of origin. In March 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally.

The COVID-19 pandemic has continued to evolve. Although at this date the restrictive measures and impacts are reduced due to the role out of vaccination programs, the extent to which the outbreak impacts our business, preclinical studies and clinical trials will depend on future developments, which are highly uncertain and cannot be predicted with confidence, such as the ultimate geographic spread of the disease, the duration of the pandemic, travel restrictions and social distancing, business closures or business disruptions and the effectiveness of actions taken in the U.S., Europe, and other countries to contain and treat the disease. As such, it is uncertain as to the full magnitude that the pandemic will have on the Company’s financial condition, liquidity, and future results of operations.

Management has taken measures in-line with the country requirements where we are operational and actively monitoring the impact of this global situation on its financial condition, liquidity, operations, scientific collaborations, suppliers, industry, and workforce. Given the daily evolution of the COVID-19 outbreak and the global responses to curb its spread, the Company is not able to estimate the effects of the COVID-19 outbreak on its results of operations, financial condition, or liquidity for fiscal year 2022.

The Company is dependent on its workforce to deliver and advance its research. Developments such as physical distancing and working from home directives have and will continue to impact the Company’s ability to deploy its workforce effectively. While restrictions are being lifted across the world, prolonged workforce disruptions may negatively impact future revenues for the remainder of fiscal year 2022 and the Company’s overall liquidity.

The Company is dependent on its partners in certain projects, such as the University of Louisiana at Lafayette (“ULL”) for the NIH funded project to maintain the agreed timelines and execute their tasks. Developments such as social distancing and shelter-in-place directives and lock-down directives have and will continue to impact the Company’s ability to execute on project plans and research objectives effectively. While expected to be temporary, prolonged disruptions in collaboration projects may negatively impact funding for the fiscal year 2022 and the Company’s overall liquidity.

Although the Company cannot estimate the length or gravity of the impact of the COVID-19 outbreak at this time, if the pandemic continues, it may have a material adverse effect on the Company’s results of future operations, financial position, and liquidity in fiscal year 2022.

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CORONAVIRUS AID, RELIEF AND ECONOMIC SECURITY ACT

On March 27, 2020, the U.S. Government enacted the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law. The CARES Act includes various income and payroll tax provisions. The Company has analyzed the tax provisions of the CARES Act and determined they have no significant financial impact to the financial statements. The Company has no intention of taking advantage of other benefits but will continue to evaluate the impact on the Company’s financial position.

THREE MONTHS ENDED SEPTEMBER 30, 2017MARCH 31, 2022 AND 2016

Revenue was E399 and E179 for2021

For the three months ended September 30, 2017March 31, 2022 and 2016, respectively, mainly2021, revenue was €485 and €134, of which €482 and €131 was related to the revenue recognized for the work performed under the Horizon 2020 grants.

NIH grant / HIV project and the remaining for a small pre-clinical research project with a US academic institution, for the years 2022 and 2021, respectively.

Costs and expenses increased to E769€914 for the three months ended September 30, 2017March 31, 2022, from E536 (43.5%€545 (+67.7%) for the three months ended September 30, 2016,March 31, 2021. The increase is mainly due to the subcontracting servicespurchase of the influenza inactivated virus cost related to the Horizon 2020work performed under the NIH grant / HIV project with acronym “Maciviva” (Manufacturing process for Cold-chain Independent Virosome-based Vaccines) incurred during the three months ended September 30, 2017.

March 31, 2022.

Research and development expenses increased to E555€582 in the current period from E241 (130.3%€254 (+129.1%) in the comparative period of 2016,2021, mainly due to the subcontracting servicespurchase of the influenza inactivated virus cost related to the work performed under the NIH grant / HIV project with acronym “Maciviva”incurred during the three month period ending September 30, 2017.

months ended March 31, 2022.

General and administrative expenses decreasedincreased to E276€332 in the three months ended September 30, 2017current period from E298 (-7.4%€291 (+14.1%) in the comparative period of 2016.

2021, mainly due to the 2020 preliminary annual financial audit work incurred remotely during the year due to the pandemic situation.

Other expenses decreased to €88 for the three months ended March 31, 2022 from €122 (-37.5%) for the three months ended March 31, 2021, mainly due to the foreign exchange revaluation impact of shareholders’ loans based in US$.

Interest expense increased to €694 for the three months ended March 31, 2022 from €685 for the three months ended March 31, 2021 related to existing loans from third party investors.

The Company reported a net loss of (E1,020)(€1,211), or (E0.00)(€0.00) per share, for the three months ended September 30, 2017,March 31, 2022, compared to a net loss of (E1,003)(€1,246), or (E0.00)(€0.00) per share, for the three months ended September 30, 2016.

NINE MONTHS ENDED SEPTEMBER 30, 2017 AND 2016
Revenue was E1,099 and E907 for the nine months ended September 30, 2017 and 2016, respectively. The increase was mainly related to the revenue recognition of the GMP production related to the Maciviva project.
Costs and expenses increased to E2,182 for the nine months ended September 30, 2017 from E1,517 (43.8%) for the nine months ended September 30, 2016, mainly due to the reversal of aged R&D cost accrual of E154 during the nine months ended September 30, 2016 and to the subcontracting services related to the project with acronym “Maciviva” during the nine month period ending September 30, 2017.

Research and development expenses increased to E1,522 in the current period from E599 (154.1%) in the comparative period of 2016, mainly due to the reversal of aged R&D cost accrual of E154 during the nine months ended September 2016, and subcontracting cost paid to vendor for Good Manufacturing Production launched during the nine months ended September 30, 2017.
General and administrative expenses decreased to E900 in the nine months ended September 30, 2017 from E930 (-3.2%) in the comparative period of 2016.
Foreign exchange revaluation generated a net gain of E285 during the nine months ended September 30, 2017 and a net gain of E62 during the nine months ended September 30, 2016, which is mainly due to the revaluation of existing US$ based loans from related parties.
The Company reported a net loss of (E3,031), or (E0.01) per share, for the nine months ended September 30, 2017, compared to a net loss of (E2,520), or (E0.01) per share, for the nine months ended September 30, 2016.
March 31, 2021.

LIQUIDITY AND CAPITAL RESOURCES

We had cash of E830€122 at September 30, 2017March 31, 2022 compared to E1,391€571 at December 31, 2016.

  Our first significant2021.

During 2021, our revenue washas mainly been generated through the exclusive negotiation fee recorded in September 9, 2013 and the license and collaboration agreement for our RSV vaccine signed on December 27, 2013. As consideration Mymetics received an irrevocable and non-refundable upfront fee for the license of USD 5 million at the beginning of 2014 and fixed monthly collaboration and R&D fees. This license and collaboration agreement ended in 2016.NIH grant / HIV project. For 2017, we recognized a small amount of revenue related to the Research Agreement with Sanofi Pasteur Biologics, to investigate the immunogenicity of influenza vaccines based on Mymetics’ proprietary virosome technology platform in preclinical settings and anticipate revenue related to the Horizon 2020 project. New2022, new significant revenues isare not expected unless and until a second major licensing agreement or other commercial arrangement is entered into with respect to our technology.

technology or new grant financings are awarded.

As of September 30, 2017,March 31, 2022, we had an accumulated deficit of approximately E79 million,€98,961, and had net loss of E3,031€1,211 in the nine monththree-month period ending on that date. We expect to continue to incur net losses in the future for research, development and activities related to the future licensing of our technologies, and because of the accrual of interest payable on existing loans.

Net cash used infrom operating activities was E1,659decreased to €458 for the nine monththree-month period ended September 30, 2017March 31, 2022, compared to €327 for the same period in 2021, mainly due to the subcontracting services paid to vendorsreceivable related to the MacivivaNIH grant / HIV project of E710. Duringincurred during the nine monththree-month period ended September 30, 2016 net cash used in operating activities was E1,270.

ending March 31, 2022.

Net cash used infrom investing activities was (E34)€(-2) during the ninethree months ended September 30, 2017, related toMarch 31, 2022 and €(-10) during the purchase of equipment for our laboratory in Leiden, compared to (E3) for the comparablesame period in 2016.

Financing2021, mainly due to acquisition of IT equipment.

Net cash provided from financing activities provided net cash of E1,150 for the nine months ended September 30, 2017, related to promissory notes from our main investors, andis NIL for the comparable periodthree months ended September 30, 2016.

March 31, 2022 and 2021.

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Salaries and related payroll costs represent gross salaries for two executives, our CSO of Mymetics BV and sevenfive employees. Under Executive Employment Agreements with our CEO and two CSOs, we pay our executive officers a combined amount of E65€65 per month.

Our Swiss subsidiary, Mymetics S.A., has, besides the CEO and CSO, two additional employees on its payroll: Director of Finance and Head of Manufacturing and Quality. Mymetics BV has, besides the full time Chief Scientific Officer, three full-time technicians and one part-time assistant.

 We intend to continue to incur additional expenditures during the next sixnine months for additional research and development of our HIV, InfluenzaCovid-19 vaccines and Chikungunya vaccines,immunotherapy projects, which we will try to seek through collaborations with pharmaceutical companies or with not-for-profit organizations. These expenditures will relate to the continued research and testing of itsthese prototype vaccines and are included in the monthly cash outflow described above.

 In the past, we have financed our research and development activities primarily through debt and equity financings from various parties while the last three years our financing was generated partiallyand through a license and collaboration agreementagreements and grant agreements

agreements.

 We anticipate that our normal operations will require approximately E600 from existing capital resources in the year ending€1,700 additional funding as of December 31, 2017. Additional promissory notes for a total of E1,150 from our main investors is received in October 2017.2022. We will seek to raise the additional capital from equity or debt financings, and grants through donors and potential partnerships with major international pharmaceutical and biotechnology firms. However, there can be no assurance that weit will be able to raise additional capital on satisfactory terms, or at all, to finance our operations.its operations on the longer term. In the event that we are not able to obtain such additional capital, we will be required to further restrict or even cease our operations.


Monthly fixed and recurring expenses for "Property leases"“Property leases” of E13€13 represent the monthly lease and maintenance payments to unaffiliated third parties for our offices, of which E4€4 is related to our executive office located at Route de la Corniche 4, 1066 Epalinges in Switzerland (100 square meters), and E9€9 related to Bestewil Holding B.V. and its subsidiary Mymetics B.V operating from a similar biotechnology campus near Leiden in the Netherlands, where they occupy 120204 square meters.

Included in professional fees are legal fees paid to outside corporate counsel and audit and review fees paid to our independent accountants, and fees paid for investor relations.

Cumulative interest expense of E19,781€31,979 has been accrued on all of the Company’s outstanding notes and advances (see detailed table in Note 2 to the financial statements).

RECENT FINANCING ACTIVITIES

During the nine monththree months period ending September 30, 2017,March 31, 2022, our principal source of funds has been revenues related to the Horizon 2020 Maciviva project and the Research Agreement with Sanofi Pasteur Biologics and additionally promissory notes received in 2021 from our two main investors.

investors and the revenue generated through the NIH grant / HIV project.

We have filed or are in the process of filing several new grant applications with U.S. and European institutions in relation to our virosome based vaccines.

We anticipate using our current funds and those we receive in the future both to meet our working capital needs and for funding the ongoing vaccines pre-clinical research costs for new virosome vaccine.

Management anticipates that our existing capital resources will be sufficient to fund our cash requirements through the next threefive months. We have cash presently on hand in conjunction with the collection of receivables, based upon our current levels of expenditures and anticipated needs during this period. For 2018,2022, we will need additional funding through future collaborative arrangements, licensing arrangements, and debt and equity financings under Regulation D and Regulation S under the Securities Act of 1933. We do not know whether additional financing will be available on commercially acceptable terms when needed.

These conditions raise substantial doubt about our ability to continue as a going concern.

If management cannot raise funds on acceptable terms when needed, we may not be able to successfully commercialize our technologies, take advantage of future opportunities, or respond to unanticipated requirements. If unable to secure such additional financing when needed, we will have to curtail or suspend all or a portion of our business activities and could be required to cease operations entirely. Further, if new equity securities are issued, our shareholders may experience severe dilution of their ownership percentage.

The extent and timing of our future capital requirements will depend primarily upon the rate of our progress in the research and development of our technologies, our ability to enter into a partnership agreement with a major pharmaceutical company, and the results of our present projects and future clinical trials.

OFF-BALANCE SHEET ARRANGEMENTS

None


17

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

INTEREST RATE RISK

Fluctuations in interest rates may affect the fair value of financial instruments. An increase in market interest rates may increase interest payments and a decrease in market interest rates may decrease interest payments of such financial instruments. We have no debt obligations which are sensitive to interest rate fluctuations as all our notes payable have fixed interest rates, as specified on the individual loan notes.

ITEM 4.

CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

We maintain disclosure controls

Under the supervision and procedures that are designed to ensure that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, as appropriate, to allow timely decisions regarding required disclosure. Our management, with the participation and supervision of ourthe Company’s management, including its Chief Executive Officer and Chief Financial Officer evaluatedthe Company conducted an evaluation of the effectiveness of ourthe Company’s disclosure controls and procedures, as defined in Rule 13a−15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), as of the end of the period covered by this reportreport. Based on this evaluation, the Company’s Chief Executive Officer and determinedChief Financial Officer (currently the same person to allow timely decisions regarding required disclosure) concluded as of March 31, 2022, that ourthe Company’s disclosure controls and procedures were effective.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING
No changesnot effective because of the material weakness described below.

Management’s Annual Report on Internal Control over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting were made(as defined in Rules 13a-15(f) and 15d-15(f) under the nine monthsExchange Act). Our internal control over financial reporting includes policies and procedures designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with generally accepted accounting principles.

Under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, our management conducted an evaluation of the effectiveness of our internal control over financial reporting as of March 31, 2022, based on the criteria established in Internal Control -- Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting during the quarter ended September 30, 2017.

March 31, 2022, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

INHERENT LIMITATIONS ON EFFECTIVENESS OF CONTROLS

Our management, Ronald Kempers, who is now both CEO and CFO, does not expect that our disclosure controls or our internal control over financial reporting will prevent or detect all error and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. The design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Further, because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within the company have been detected.

These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation of controls effectiveness to future periods are subject to risks. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.


18

PART II.

OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS

Neither we, nor our wholly owned subsidiaries Mymetics S.A., Bestewil Holding B.V. nor its subsidiary Mymetics B.V. are presently involved in any litigation incident to our business.

ITEM 1A.

RISK FACTORS

Not Applicable

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None


ITEM 3.

DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.

MINE SAFETY DISCLOSURES

None.

ITEM 5.

OTHER INFORMATION

None.

19

ITEM 6.

EXHIBITS
EXHIBIT NUMBER 
DESCRIPTION
31.1  
Rule 13a-14(a)/15d-14(a) Certification of Chief
31.2 
Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer
32 
Section 1350 Certification of Chief Executive Officer and Chief Financial Officer
101.INS 
Instance Document
101.SCH 
XBRL Taxonomy Extension Schema Document
101.CAL 
XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB 
XBRL Taxonomy Extension Label Linkbase Document
101.PRE 
XBRL Taxonomy Extension Presentation Linkbase Document

EXHIBIT NUMBER

DESCRIPTION

31.1

Rule 13a-14(a)/15d-14(a) Certification of Chief

31.2

Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer

32

Section 1350 Certification of Chief Executive Officer and Chief Financial Officer

101.INS

Instance Document

101.SCH

XBRL Taxonomy Extension Schema Document

101.CAL

XBRL Taxonomy Extension Calculation Linkbase Document

101.LAB

XBRL Taxonomy Extension Label Linkbase Document

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

MYMETICS CORPORATION

Dated: NovemberMay 13, 20172022

By:

/s/ Ronald Kempers

Chief Executive Officer / Chief Financial Officer

 
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