Cover
Cover | 3 Months Ended |
Jan. 31, 2022 | |
Entity Addresses [Line Items] | |
Document Type | S-1 |
Amendment Flag | false |
Entity Registrant Name | ADVAXIS, INC. |
Entity Central Index Key | 0001100397 |
Entity Tax Identification Number | 02-0563870 |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | 9 Deer Park Drive |
Entity Address, Address Line Two | Suite K-1 |
Entity Address, City or Town | Monmouth Junction |
Entity Address, State or Province | NJ |
City Area Code | (609 |
Local Phone Number | 452-9813 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | false |
Business Contact [Member] | |
Entity Addresses [Line Items] | |
Entity Address, Address Line One | 9 Deer Park Drive |
Entity Address, Address Line Two | Suite K-1 |
Entity Address, City or Town | Monmouth Junction |
Entity Address, State or Province | NJ |
City Area Code | (609) |
Local Phone Number | 452-9813 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jan. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 |
Current assets: | |||
Cash and cash equivalents | $ 36,480,000 | $ 41,614,000 | $ 25,178,000 |
Restricted cash | 5,250,000 | ||
Deferred expenses | 1,808,000 | ||
Prepaid expenses and other current assets | 1,386,000 | 1,643,000 | 865,000 |
Total current assets | 43,116,000 | 43,257,000 | 27,851,000 |
Property and equipment (net of accumulated depreciation) | 100,000 | 118,000 | 2,393,000 |
Intangible assets (net of accumulated amortization) | 3,238,000 | 3,354,000 | 3,261,000 |
Operating right-of-use asset (net of accumulated amortization) | 33,000 | 40,000 | 4,839,000 |
Other assets | 11,000 | 11,000 | 182,000 |
Total assets | 46,498,000 | 46,780,000 | 38,526,000 |
Current liabilities: | |||
Accounts payable | 345,000 | 87,000 | 410,000 |
Accrued expenses | 2,131,000 | 2,836,000 | 1,737,000 |
Current portion of operating lease liability | 29,000 | 28,000 | 962,000 |
Preferred stock redemption liability | 87,000 | ||
Deferred revenue | 165,000 | ||
Common stock warrant liability | 1,127,000 | 4,929,000 | 17,000 |
Total current liabilities | 3,719,000 | 7,880,000 | 3,291,000 |
Operating lease liability, net of current portion | 5,000 | 12,000 | 5,055,000 |
Total liabilities | 3,724,000 | 7,892,000 | 8,346,000 |
Contingencies – Note 10 | |||
Series D convertible preferred stock- $0.001 par value; 1,000,000 shares authorized, issued and outstanding at January 31, 2022; Liquidation preference of $5,250 at January 31, 2022. | 4,225,000 | ||
Stockholders’ equity: | |||
Preferred stock, $0.001 par value; 4,000,000 and 5,000,000 shares authorized, 0 shares issued and outstanding at January 31, 2022 and October 31, 2021. | |||
Common stock - $0.001 par value; 170,000,000 shares authorized, 145,638,459 shares issued and outstanding at January 31, 2022 and October 31, 2021. | 146,000 | 146,000 | 78,000 |
Additional paid-in capital | 467,368,000 | 467,342,000 | 440,840,000 |
Accumulated deficit | (428,965,000) | (428,600,000) | (410,738,000) |
Total stockholders’ equity | 38,549,000 | 38,888,000 | 30,180,000 |
Total liabilities and stockholders’ equity | $ 46,498,000 | $ 46,780,000 | $ 38,526,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jan. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 |
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 4,000,000 | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 | 0 |
Preferred stock, liquidation preference value | $ 5,250 | $ 0 | $ 0 |
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 170,000,000 | 170,000,000 | 170,000,000 |
Common stock, shares issued | 145,638,459 | 145,638,459 | 78,074,023 |
Common stock, shares outstanding | 145,638,459 | 145,638,459 | 78,074,023 |
Series D Convertible Redeemable Preferred Stock [Member] | |||
Temporary Equity, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | |
Temporary Equity, Shares Authorized | 1,000,000 | 1,000,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | |
Income Statement [Abstract] | ||||
Revenue | $ 1,615,000 | $ 3,240,000 | $ 253,000 | |
Operating expenses: | ||||
Research and development expenses | 1,654,000 | 2,570,000 | 10,562,000 | 15,612,000 |
General and administrative expenses | 2,510,000 | 3,008,000 | 11,464,000 | 11,090,000 |
Total operating expenses | 4,164,000 | 5,578,000 | 22,026,000 | 26,702,000 |
Loss from operations | (4,164,000) | (3,963,000) | (18,786,000) | (26,449,000) |
Other income (expense): | ||||
Interest income, net | 1,000 | 1,000 | 5,000 | 110,000 |
Net changes in fair value of derivative liabilities | 3,802,000 | (27,000) | 970,000 | |
Loss on shares issued in settlement of warrants | (77,000) | |||
Other expense | (1,000) | (3,000) | ||
Other (expense) income | (4,000) | 12,000 | ||
Net loss before income taxes | (365,000) | (3,977,000) | (17,812,000) | (26,419,000) |
Income tax expense | 50,000 | 50,000 | ||
Net loss | $ (365,000) | $ (3,977,000) | $ (17,862,000) | $ (26,469,000) |
Net loss per common share, basic and diluted | $ 0 | $ (0.05) | $ (0.14) | $ (0.43) |
Weighted average number of common shares, basic and diluted | 145,638,459 | 83,943,982 | 129,090,709 | 61,003,839 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Oct. 31, 2019 | $ 50 | $ 423,750 | $ (384,269) | $ 39,531 | |
Balance, shares at Oct. 31, 2019 | 50,201,671 | ||||
Stock-based compensation | 891 | 891 | |||
Stock-based compensation, shares | 8,870 | ||||
Tax withholdings paid on equity awards | (1) | (1) | |||
Tax shares sold to pay for tax withholdings on equity awards | 1 | 1 | |||
Issuance of shares to employees under ESPP Plan | 7 | 7 | |||
Issuance of shares to employees under ESPP Plan, shares | 14,148 | ||||
ESPP Expense | 1 | 1 | |||
Warrant exercises | 2 | 2 | |||
Warrant exercises, shares | 33,916 | ||||
Shares issued in settlement of warrants | $ 3 | 74 | 77 | ||
Shares issued in settlement of warrants, shares | 3,000,000 | ||||
Advaxis public offerings, net of offering costs | $ 13 | 11,053 | 11,066 | ||
Advaxis public offerings, net of offering costs, shares | 12,489,104 | ||||
Commitment fee shares issued for equity line | $ 1 | 643 | 644 | ||
Commitment fee shares issued for equity line, shares | 1,084,266 | ||||
Shares issued under equity line | $ 11 | 4,419 | 4,430 | ||
Shares issued under equity line, shares | 11,242,048 | ||||
Net Loss | (26,469) | (26,469) | |||
Ending balance, value at Oct. 31, 2020 | $ 78 | 440,840 | (410,738) | 30,180 | |
Balance, shares at Oct. 31, 2020 | 78,074,023 | ||||
Stock-based compensation | 236 | 236 | |||
Stock-based compensation, shares | |||||
Warrant exercises | $ 7 | 2,579 | 2,586 | ||
Warrant exercises, shares | 7,390,000 | ||||
Advaxis public offerings, net of offering costs | $ 31 | 8,519 | 8,550 | ||
Advaxis public offerings, net of offering costs, shares | 30,666,665 | ||||
Net Loss | (3,977) | (3,977) | |||
Ending balance, value at Jan. 31, 2021 | $ 116 | 452,174 | (414,715) | 37,575 | |
Balance, shares at Jan. 31, 2021 | 116,130,688 | ||||
Beginning balance, value at Oct. 31, 2020 | $ 78 | 440,840 | (410,738) | 30,180 | |
Balance, shares at Oct. 31, 2020 | 78,074,023 | ||||
Stock-based compensation | 566 | 566 | |||
Stock-based compensation, shares | 5,555 | ||||
Stock option exercises | |||||
Stock option exercises, shares | 333 | 333 | |||
Issuance of shares to employees under ESPP Plan | |||||
Issuance of shares to employees under ESPP Plan, shares | 1,000 | ||||
Warrant exercises | $ 18 | 3,753 | 3,771 | ||
Warrant exercises, shares | 18,427,435 | ||||
Advaxis public offerings, net of offering costs | $ 50 | 22,183 | 22,233 | ||
Advaxis public offerings, net of offering costs, shares | 49,130,113 | ||||
Net Loss | (17,862) | (17,862) | |||
Ending balance, value at Oct. 31, 2021 | $ 146 | 467,342 | (428,600) | 38,888 | |
Balance, shares at Oct. 31, 2021 | 145,638,459 | ||||
Stock-based compensation | 26 | 26 | |||
Stock-based compensation, shares | |||||
Net Loss | (365) | (365) | |||
Ending balance, value at Jan. 31, 2022 | $ 146 | $ 467,368 | $ (428,965) | $ 38,549 | |
Balance, shares at Jan. 31, 2022 | 145,638,459 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | |
OPERATING ACTIVITIES | ||||
Net loss | $ (365,000) | $ (3,977,000) | $ (17,862,000) | $ (26,469,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Share based compensation | 26,000 | 236,000 | 566,000 | 891,000 |
Employee stock purchase plan expense | 1,000 | |||
(Gain) loss on change in value of warrants | (3,802,000) | 27,000 | (970,000) | |
Loss on shares issued in settlement of warrants | 77,000 | |||
Loss on disposal of property and equipment | 12,000 | 1,439,000 | ||
Loss on write-down of property and equipment | 1,060,000 | |||
Abandonment of intangible assets | 104,000 | 94,000 | 1,725,000 | |
Depreciation expense | 18,000 | 192,000 | 387,000 | 897,000 |
Amortization of deferred offering costs | 644,000 | |||
Amortization expense of intangible assets | 70,000 | 67,000 | 273,000 | 337,000 |
Amortization of right-of-use asset | 7,000 | 195,000 | 330,000 | 744,000 |
Net gain on write-off of right-of-use asset and lease liability | (116,000) | |||
Change in operating assets and liabilities: | ||||
Prepaid expenses, other current assets and deferred expenses | 257,000 | 463,000 | 1,030,000 | 1,113,000 |
Other assets | 171,000 | 1,000 | ||
Accounts payable and accrued expenses | (447,000) | 394,000 | 776,000 | (2,307,000) |
Deferred revenue | (165,000) | (165,000) | 165,000 | |
Operating lease liabilities | (6,000) | (230,000) | (1,392,000) | (819,000) |
Net cash used in operating activities | (4,138,000) | (2,786,000) | (15,439,000) | (21,940,000) |
INVESTING ACTIVITIES | ||||
Proceeds from disposal of property and equipment | 449,000 | |||
Cost of intangible assets | (58,000) | (210,000) | (460,000) | (748,000) |
Net cash used in investing activities | (58,000) | (210,000) | (11,000) | (748,000) |
FINANCING ACTIVITIES | ||||
Net proceeds of issuance of common stock and warrants | 8,550,000 | 28,115,000 | 15,496,000 | |
Warrant exercises | 2,586,000 | 3,771,000 | ||
Proceeds from employee stock purchase plan | 7,000 | |||
Employee tax withholdings paid on equity awards | (1,000) | |||
Tax shares sold to pay for employee tax withholdings on equity awards | 1,000 | |||
Net cash provided by financing activities | 4,312,000 | 11,136,000 | 31,886,000 | 15,503,000 |
Net increase in cash, cash equivalents and restricted cash | 116,000 | 8,140,000 | 16,436,000 | (7,185,000) |
Cash, cash equivalents and restricted cash at beginning of year | 41,614,000 | 25,178,000 | 25,178,000 | 32,363,000 |
Total cash, cash equivalents and restricted cash shown in condensed statements of cash flows | 41,730,000 | 33,318,000 | 41,614,000 | 25,178,000 |
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed balance sheets that sum to the total of the same such amounts shown in the condensed statements of cash flows: | ||||
Cash and cash equivalents | 36,480,000 | 33,318,000 | 41,614,000 | 25,178,000 |
Restricted cash | 5,250,000 | |||
SUPPLEMENTAL CASH FLOW INFORMATION | ||||
Cash paid for taxes | 50,000 | 50,000 | ||
Supplemental Schedule of Noncash Investing and Financing Activities | ||||
Shares issued in settlement of warrants | 77,000 | |||
Commitment fee shares issued for equity line | 644,000 | |||
Cashless exercise of warrants | 2,000 | |||
Reassessment of the lease term | $ 43,000 | |||
Net proceeds of issuance of Series D preferred stock | $ 4,312,000 |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
NATURE OF OPERATIONS | 1. NATURE OF OPERATIONS Advaxis, Inc. (“Advaxis” or the “Company”) is a clinical-stage biotechnology company focused on the development and commercialization of proprietary Listeria monocytogenes Lm Lm Lm Lm TM ● Alerting and training the immune system by activating multiple pathways in Antigen-Presenting Cells (“APCs”) with the equivalent of multiple adjuvants; ● Attacking the tumor by generating a strong, cancer-specific T cell response; and ● Breaking down tumor protection through suppression of the protective cells in the tumor microenvironment (“TME”) that shields the tumor from the immune system. This enables the activated T cells to begin working to attack the tumor cells. Advaxis’ proprietary Lm Lm Liquidity and Capital Resources Liquidity and Management’s Plans Similar to other development stage biotechnology companies, the Company’s products that are being developed have not generated significant revenue. As a result, the Company has suffered recurring losses and requires significant cash resources to execute its business plans. These losses are expected to continue for the foreseeable future. As of January 31, 2022, the Company had approximately $ 36.5 The Company recognizes it will need to raise additional capital in order to continue to execute its business plan in the future. There is no assurance that additional financing will be available when needed or that management will be able to obtain financing on terms acceptable to the Company or whether the Company will become profitable and generate positive operating cash flow. If the Company is unable to raise sufficient additional funds, it will have to further scale back its operations. | 1. NATURE OF OPERATIONS AND BASIS OF PRESENTATION NATURE OF OPERATIONS Advaxis, Inc. (“Advaxis” or the “Company”) is a clinical-stage biotechnology company focused on the development and commercialization of proprietary Listeria monocytogenes Lm Lm Lm Lm TM ● Alerting and training the immune system by activating multiple pathways in Antigen-Presenting Cells (“APCs”) with the equivalent of multiple adjuvants; ● Attacking the tumor by generating a strong, cancer-specific T cell response; and ● Breaking down tumor protection through suppression of the protective cells in the tumor microenvironment (“TME”) that shields the tumor from the immune system. This enables the activated T cells to begin working to attack the tumor cells. Advaxis’ proprietary Lm Lm Termination of Merger Agreement; Strategic Considerations On July 4, 2021, the Company entered into a Merger Agreement (the “Merger Agreement”), subject to shareholder approval, with Biosight Ltd. (“Biosight”) and Advaxis Ltd. (“Merger Sub”), a direct, wholly-owned subsidiary of Advaxis. Under the terms of the agreement, Biosight was to merge with and into Merger Sub, with Biosight continuing as the surviving company and a wholly-owned subsidiary of Advaxis (the “Merger”). Immediately after the merger, Advaxis stockholders as of immediately prior to the merger were expected to own approximately 25 75 On December 30, 2021, the Company terminated the Merger Agreement, as the Company was unable to obtain shareholder approval to complete the transaction. As announced in December 2021, the Company plans to continue to explore additional options to maximize stockholder value. Liquidity and Management’s Plans Similar to other development stage biotechnology companies, the Company’s products that are being developed have not generated significant revenue. As a result, the Company has suffered recurring losses and requires significant cash resources to execute its business plans. These losses are expected to continue for the foreseeable future. As of October 31, 2021, the Company had approximately $ 41.6 3.8 In April 2021, the Company entered into definitive agreements with two healthcare-focused, institutional investors for the purchase of (i) 17,577,400 7,671,937 7,671,937 11,244,135 14,005,202 20 On November 27, 2020, the Company completed an underwritten public offering of 26,666,666 13,333,333 3,999,999 1,999,999 9.2 The Company recognizes it will need to raise additional capital in order to continue to execute its business plan in the future. There is no assurance that additional financing will be available when needed or that management will be able to obtain financing on terms acceptable to the Company or whether the Company will become profitable and generate positive operating cash flow. If the Company is unable to raise sufficient additional funds, it will have to further scale back its operations. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Accounting Policies [Abstract] | ||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION Basis of Presentation/Estimates The accompanying unaudited interim condensed consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) with respect to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements and the accompanying unaudited interim condensed consolidated balance sheet as of January 31, 2022 has been derived from the Company’s October 31, 2021 audited financial statements. In the opinion of management, the unaudited interim condensed consolidated financial statements furnished include all adjustments (consisting of normal recurring accruals) necessary for a fair statement of the results for the interim periods presented. Operating results for interim periods are not necessarily indicative of the results to be expected for the full year. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses, and the related disclosures at the date of the financial statements and during the reporting period. Significant estimates include the timelines associated with revenue recognition on upfront payments received, fair value and recoverability of the carrying value of property and equipment and intangible assets, fair value of warrant liability, grant date fair value of options, deferred tax assets and any related valuation allowance and related disclosure of contingent assets and liabilities. On an on-going basis, the Company evaluates its estimates, based on historical experience and on various other assumptions that it believes to be reasonable under the circumstances. Actual results could materially differ from these estimates. These unaudited interim condensed consolidated financial statements should be read in conjunction with the financial statements of the Company as of and for the fiscal year ended October 31, 2021 and notes thereto contained in the Company’s 2021 Annual Report on Form 10-K, as filed with the SEC on February 14, 2022. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All significant intercompany accounts and transactions have been eliminated. Restricted Cash On January 31, 2022, the Company transferred $ 5,250 Convertible Preferred Stock Preferred shares subject to mandatory redemption are classified as liability instruments and are measured at fair value. The Company classifies conditionally redeemable preferred shares, which includes preferred shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control, as temporary equity (“mezzanine”) until such time as the conditions are removed or lapse. Derivative Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risks. The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For share-based derivative financial instruments, the Company used the Monte Carlo simulation model, the Black Scholes model and a binomial model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the consolidated balance sheet as current or non-current based on whether or not net-cash settlement of the instrument could be required within 12 months after the balance sheet date. Net Income (Loss) per Share Basic net income or loss per common share is computed by dividing net income or loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share give effect to dilutive options, warrants, restricted stock units and other potential common stock outstanding during the period. In the case of a net loss, the impact of the potential common stock resulting from warrants, outstanding stock options and convertible debt are not included in the computation of diluted loss per share, as the effect would be anti-dilutive. In the case of net income, the impact of the potential common stock resulting from these instruments that have intrinsic value are included in the diluted earnings per share. The table below sets forth the number of potential shares of common stock that have been excluded from diluted net loss per share: SCHEDULE OF ANTI -DILUTED SECURITIES EXCLUDED FROM DILUTED NET LOSS PER SHARE As of January 31, 2022 2021 Warrants 30,225,397 8,014,220 Series D convertible redeemable preferred stock 20,000,000 - Stock options 888,058 1,047,377 Restricted stock units - 5,556 Total 51,113,455 9,067,153 Recent Accounting Standards In December 2019, the FASB issued ASU 2019-12, Simplification of Income Taxes (Topic 740) Income Taxes (“ASU 2019-12”). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify U.S. GAAP for other areas of Topic 740 by clarifying and amending existing guidance. ASU 2019-12 is effective for public companies for annual periods beginning after December 15, 2020, including interim periods within those fiscal years. The Company adopted this standard effective November 1, 2021 and it is not material to the financial results of the Company. In August 2020, the FASB issued ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain convertible instruments, amends guidance on derivative scope exceptions for contracts in an entity’s own equity, and modifies the guidance on diluted earnings per share (“EPS”) calculations as a result of these changes. The standard will be effective for the Company for fiscal years beginning after December 15, 2023 and can be applied on either a fully retrospective or modified retrospective basis. Early adoption is permitted for fiscal years beginning after December 15, 2020. The Company adopted this standard effective November 1, 2021 and it is not material to the financial results of the Company. Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material impact on the accompanying condensed consolidated financial statements. | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Estimates are used when accounting for such items as the fair value and recoverability of the carrying value of property and equipment and intangible assets (patents and licenses), determining the Incremental Borrowing Rate (“IBR”) for calculating Right-Of-Use (“ROU”) assets and lease liabilities, deferred expenses, deferred revenue, the fair value of options, warrants and related disclosure of contingent assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that it believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. On an ongoing basis, the Company reviews its estimates to ensure that they appropriately reflect changes in the business or as new information becomes available. Actual results may differ from these estimates. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All significant intercompany accounts and transactions have been eliminated. Revenue Recognition Under ASC 606, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 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 the 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 the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract, 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. The Company enters into licensing agreements that are within the scope of ASC 606, under which it may exclusively license rights to research, develop, manufacture and commercialize its product candidates to third parties. The terms of these arrangements typically include payment to the Company of one or more of the following: non-refundable, upfront license fees; reimbursement of certain costs; customer option exercise fees; development, regulatory and commercial milestone payments; and royalties on net sales of licensed products. In determining the appropriate amount of revenue to be recognized as it fulfills its obligations under its agreements, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. As part of the accounting for these arrangements, the Company must use significant judgment to determine: (a) the number of performance obligations based on the determination under step (ii) above; (b) the transaction price under step (iii) above; and (c) the stand-alone selling price for each performance obligation identified in the contract for the allocation of transaction price in step (iv) above. The Company uses judgment to determine whether milestones or other variable consideration, except for royalties, should be included in the transaction price as described further below. The transaction price is allocated to each performance obligation on a relative stand-alone selling price basis, for which the Company recognizes revenue as or when the performance obligations under the contract are satisfied. Amounts received prior to revenue recognition are recorded as deferred revenue. Amounts expected to be recognized as revenue within the 12 months following the balance sheet date are classified as current portion of deferred revenue in the accompanying consolidated balance sheets. Amounts not expected to be recognized as revenue within the 12 months following the balance sheet date are classified as deferred revenue, net of current portion. Exclusive Licenses. Milestone Payments. Collaborative Arrangements The Company analyzes its collaboration arrangements to assess whether such arrangements involve joint operating activities performed by parties that are both active participants in the activities and exposed to significant risks and rewards dependent on the commercial success of such activities and therefore within the scope of ASC Topic 808, Collaborative Arrangements Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less from the date of purchase to be cash equivalents. As of October 31, 2021 and 2020, the Company had cash equivalents of approximately $ 17.2 17.1 Concentration of Credit Risk The Company maintains its cash in bank deposit accounts (checking) that at times exceed federally insured limits. Approximately $ 41.6 million is subject to credit risk at October 31, 2021. The Company has not experienced any losses in such accounts. Deferred Expenses Deferred expenses consist of advanced payments made on research and development projects. Expense is recognized in the consolidated statement of operations as the research and development activity is performed. Property and Equipment Property and equipment are stated at cost. Additions and improvements that extend the lives of the assets are capitalized, while expenditures for repairs and maintenance are expensed as incurred. Leasehold improvements are amortized on a straight-line basis over the shorter of the asset’s estimated useful life or the remaining lease term. Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets ranging from three ten years When depreciable assets are retired or sold the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is recognized in operations. Intangible Assets Intangible assets are recorded at cost and include patents and patent application costs, licenses and software. Intangible assets are amortized on a straight-line basis over their estimated useful lives ranging from three 20 Impairment of Long-Lived Assets The Company periodically assesses the carrying value of intangible and other long-lived assets, and whenever events or changes in circumstances indicate that the carrying amount of an asset might not be recoverable. The assets are considered to be impaired if the Company determines that the carrying value may not be recoverable based upon its assessment, which includes consideration of the following events or changes in circumstances: ● the asset’s ability to continue to generate income from operations and positive cash flow in future periods; ● loss of legal ownership or title to the asset(s); ● significant changes in the Company’s strategic business objectives and utilization of the asset(s); and ● the impact of significant negative industry or economic trends. If the assets are considered to be impaired, the impairment recognized is the amount by which the carrying value of the assets exceeds the fair value of the assets. Fair value is determined by the application of discounted cash flow models to project cash flows from the assets. In addition, the Company bases estimates of the useful lives and related amortization or depreciation expense on its subjective estimate of the period the assets will generate revenue or otherwise be used by it. Assets to be disposed of are reported at the lower of the carrying amount or fair value, less selling costs. The Company also periodically reviews the lives assigned to long-lived assets to ensure that the initial estimates do not exceed any revised estimated periods from which the Company expects to realize cash flows from its assets. Leases At the inception of an arrangement, the Company determines whether an arrangement is or contains a lease based on the facts and circumstances present in the arrangement. An arrangement is or contains a lease if the arrangement conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Most leases with a term greater than one year are recognized on the consolidated balance sheet as operating lease right-of-use assets and current and long-term operating lease liabilities, as applicable. The Company has elected not to recognize on the consolidated balance sheet leases with terms of 12 months or less. The Company typically only includes the initial lease term in its assessment of a lease arrangement. Options to extend a lease are not included in the Company’s assessment unless there is reasonable certainty that the Company will renew. Operating lease liabilities and their corresponding right-of-use assets are recorded based on the present value of lease payments over the expected remaining lease term. Certain adjustments to the right-of-use asset may be required for items such as prepaid or accrued rent. The interest rate implicit in the Company’s leases is typically not readily determinable. As a result, the Company utilizes its incremental borrowing rate, which reflects the fixed rate at which the Company could borrow on a collateralized basis the amount of the lease payments in the same currency, for a similar term, in a similar economic environment. Net Income (Loss) per Share Basic net income or loss per common share is computed by dividing net income or loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share give effect to dilutive options, warrants, restricted stock units and other potential common stock outstanding during the period. In the case of a net loss, the impact of the potential common stock resulting from warrants, outstanding stock options and convertible debt are not included in the computation of diluted loss per share, as the effect would be anti-dilutive. In the case of net income, the impact of the potential common stock resulting from these instruments that have intrinsic value are included in the diluted earnings per share. The table sets forth the number of potential shares of common stock that have been excluded from diluted net loss per share (as of October 31, 2020, 327,338 0 SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM DILUTED NET LOSS PER SHARE As of October 31, 2021 2020 Warrants 30,225,397 398,226 Stock options 893,946 1,011,768 Restricted stock units - 5,556 Total 31,119,343 1,415,550 Research and Development Expenses Research and development costs are expensed as incurred and include but are not limited to clinical trial and related manufacturing costs, payroll and personnel expenses, lab expenses, and related overhead costs. Stock Based Compensation The Company has an equity plan which allows for the granting of stock options to its employees, directors and consultants for a fixed number of shares with an exercise price equal to the fair value of the shares at date of grant. The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. The fair value of the award is measured on the grant date and is then recognized over the requisite service period, usually the vesting period, in both research and development expenses and general and administrative expenses on the consolidated statement of operations, depending on the nature of the services provided by the employees or consultants. The process of estimating the fair value of stock-based compensation awards and recognizing stock-based compensation cost over their requisite service period involves significant assumptions and judgments. The Company estimates the fair value of stock option awards on the date of grant using the Black Scholes Model for the remaining awards, which requires that the Company makes certain assumptions regarding: (i) the expected volatility in the market price of its common stock; (ii) dividend yield; (iii) risk-free interest rates; and (iv) the period of time employees are expected to hold the award prior to exercise (referred to as the expected holding period). As a result, if the Company revises its assumptions and estimates, stock-based compensation expense could change materially for future grants. The Company accounts for stock-based compensation using fair value recognition and records forfeitures as they occur. As such, the Company recognizes stock-based compensation cost only for those stock-based awards that vest over their requisite service period, based on the vesting provisions of the individual grants. Fair Value of Financial Instruments The carrying value of financial instruments, including cash and cash equivalents and accounts payable, approximated fair value as of the balance sheet date presented, due to their short maturities. Derivative Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risks. The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For stock-based derivative financial instruments, the Company used the Monte Carlo simulation model and the Black Scholes model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the consolidated balance sheet as current or non-current based on whether or not net-cash settlement of the instrument could be required within 12 months of the balance sheet date. Sequencing Policy The Company adopted a sequencing policy under ASC 815-40-35, if reclassification of contracts from equity to liabilities is necessary pursuant to ASC 815 due to the Company’s inability to demonstrate it has sufficient authorized shares. This was due to the Company committing more shares than authorized. Certain instruments are classified as liabilities, after allocating available authorized shares on the basis of the most recent grant date of potentially dilutive instruments. Pursuant to ASC 815, issuances of securities granted as compensation in a share-based payment arrangement are not subject to the sequencing policy. Income Taxes The Company uses the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Recent Accounting Standards In December 2019, the FASB issued ASU 2019-12, Simplification of Income Taxes (Topic 740) Income Taxes (“ASU 2019-12”). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify U.S. GAAP for other areas of Topic 740 by clarifying and amending existing guidance. ASU 2019-12 is effective for public companies for annual periods beginning after December 15, 2020, including interim periods within those fiscal years. The standard will apply as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted and is not material to the financial results of the Company. In August 2020, the FASB issued ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain convertible instruments, amends guidance on derivative scope exceptions for contracts in an entity’s own equity, and modifies the guidance on diluted earnings per share (“EPS”) calculations as a result of these changes. The standard will be effective for the Company for fiscal years beginning after December 15, 2023 and can be applied on either a fully retrospective or modified retrospective basis. Early adoption is permitted for fiscal years beginning after December 15, 2020. We are currently evaluating the impact of this standard on our consolidated financial statements. Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material impact on the accompanying consolidated financial statements. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
PROPERTY AND EQUIPMENT | 3. PROPERTY AND EQUIPMENT Property and equipment, net consisted of the following (in thousands): SCHEDULE OF PROPERTY AND EQUIPMENT January 31, 2022 October 31, 2021 Laboratory equipment $ 179 $ 179 Computer equipment 241 241 Total property and equipment 420 420 Accumulated depreciation and amortization (320 ) (302 ) Net property and equipment $ 100 $ 118 Depreciation expense for the three months ended January 31, 2022 and 2021 was approximately $ 18 192 | 3. PROPERTY AND EQUIPMENT Property and equipment consist of the following (in thousands): SCHEDULE OF PROPERTY AND EQUIPMENT 2021 2020 October 31, 2021 2020 Leasehold improvements $ - $ 2,335 Laboratory equipment 179 1,218 Furniture and fixtures - 744 Computer equipment 241 409 Construction in progress - 19 Total property and equipment 420 4,725 Accumulated depreciation and amortization (302 ) (2,332 ) Net property and equipment $ 118 $ 2,393 Depreciation expense for the years ended October 31, 2021 and 2020 was approximately $ 0.4 0.9 1.4 0.9 0.5 Management has reviewed its property and equipment for impairment whenever events and circumstances indicate that the carrying value of an asset might not be recoverable. During the years ended October 31, 2021 and 2020, the Company recorded impairment losses on idle laboratory equipment of $ 0 1.1 |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
INTANGIBLE ASSETS | 4. INTANGIBLE ASSETS Intangible assets, net consisted of the following (in thousands): SUMMARY OF INTANGIBLE ASSETS January 31, 2022 October 31, 2021 Patents $ 4,769 $ 4,836 Licenses 777 777 Software 98 98 Total intangibles 5,644 5,711 Accumulated amortization (2,406 ) (2,357 ) Intangible assets $ 3,238 $ 3,354 The expiration dates of the existing patents range from 2021 to 2039 but the expiration dates can be extended based on market approval if granted and/or based on existing laws and regulations. Capitalized costs associated with patent applications that are abandoned without future value are charged to expense when the determination is made not to further pursue the application. Patent applications having a net book value of approximately $ 104 0 70 67 Management has reviewed its long-lived assets for impairment whenever events and circumstances indicate that the carrying value of an asset might not be recoverable. Net assets are recorded on the balance sheet for patents and licenses related to axalimogene filolisbac (AXAL), ADXS-HOT, ADXS-PSA and other products that are in development. However, if a competitor were to gain FDA approval for a similar treatment before the Company or if future clinical trials fail to meet the targeted endpoints, the Company will likely record an impairment related to these assets. In addition, if an application is rejected or fails to be issued, the Company would record an impairment of its estimated book value. Lastly, if the Company is unable to raise enough capital to continue funding its studies and developing its intellectual property, the Company would likely record an impairment to these assets. As of January 31, 2022, the estimated amortization expense by fiscal year based on the current carrying value of intangible assets is as follows (in thousands): SCHEDULE OF CARRYING VALUE OF INTANGIBLE ASSETS Fiscal year ending 2022 (Remaining) $ 211 2023 282 2024 282 2025 282 2026 282 Thereafter 1,899 Total $ 3,238 | 4. INTANGIBLE ASSETS Intangible assets consist of the following (in thousands): SUMMARY OF INTANGIBLE ASSETS 2021 2020 October 31, 2021 2020 Patents $ 4,836 $ 4,479 License 777 777 Software 98 117 Total intangibles 5,711 5,373 Accumulated amortization (2,357 ) (2,112 ) Net intangible assets $ 3,354 $ 3,261 The expirations of the existing patents range from 2021 to 2039 0.1 1.7 0.3 Management has reviewed its intangible assets for impairment whenever events and circumstances indicate that the carrying value of an asset might not be recoverable. Net assets are recorded on the consolidated balance sheet for patents and licenses related to axalimogene filolisbac (AXAL), ADXS-HOT, ADXS-PSA and other products that are in development or out-licensed. However, if a competitor were to gain FDA approval for a treatment before the Company or if future clinical trials fail to meet the targeted endpoints, the Company would likely record an impairment related to these assets. In addition, if an application is rejected or fails to be issued, the Company would record an impairment of its estimated book value. Lastly, if the Company is unable to raise enough capital to continue funding our studies and developing its intellectual property, the Company would likely record an impairment to certain of these assets. At October 31, 2021, the estimated amortization expense by fiscal year based on the current carrying value of intangible assets is as follows (in thousands): SCHEDULE OF CARRYING VALUE OF INTANGIBLE ASSETS 1 2022 $ 277 2023 277 2024 277 2025 277 2026 277 Thereafter 1,969 Total $ 3,354 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Payables and Accruals [Abstract] | ||
ACCRUED EXPENSES | 5. ACCRUED EXPENSES The following table summarizes accrued expenses included in the condensed consolidated balance sheets (in thousands): SUMMARY OF ACCRUED EXPENSES January 31, 2022 October 31, 2021 Salaries and other compensation $ 170 $ 55 Vendors 1,524 1,968 Professional fees 237 613 Other 200 200 Total accrued expenses $ 2,131 $ 2,836 | 5. ACCRUED EXPENSES The following table represents the major components of accrued expenses (in thousands): SUMMARY OF ACCRUED EXPENSES 2021 2020 October 31, 2021 2020 Salaries and other compensation $ 55 $ 737 Vendors 2,168 671 Professional fees 613 329 Total accrued expenses $ 2,836 $ 1,737 |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Equity [Abstract] | ||
STOCKHOLDERS’ EQUITY | 10. STOCKHOLDERS’ EQUITY A summary of the changes in stockholders’ equity for the three months ended January 31, 2022 and 2021 is presented below (in thousands, except share data): SUMMARY OF STOCKHOLDERS EQUITY Shares Amount Shares Amount Capital Deficit Equity Preferred Stock Common Stock Additional Paid-In Accumulated Total Shareholders’ Shares Amount Shares Amount Capital Deficit Equity Balance at November 1, 2020 $ 78,074,023 $ 78 $ 440,840 $ (410,738 ) $ 30,180 Beginning balance, value $ 78,074,023 $ 78 $ 440,840 $ (410,738 ) $ 30,180 Stock-based compensation - - - - 236 - 236 Advaxis public offerings, net of offering costs - - 30,666,665 31 8,519 - 8,550 Warrant exercises - - 7,390,000 7 2,579 - 2,586 Net Loss - - - - - (3,977 ) (3,977 ) Balance at January 31, 2021 - $ - 116,130,688 $ 116 $ 452,174 $ (414,715 ) $ 37,575 Ending balance , value - $ - 116,130,688 $ 116 $ 452,174 $ (414,715 ) $ 37,575 Preferred Stock Common Stock Additional Accumulated Total Shares Amount Shares Amount Capital Deficit Equity Balance at November 1, 2021 $ 145,638,459 $ 146 $ 467,342 $ (428,600 ) $ 38,888 Beginning balance, value $ 145,638,459 $ 146 $ 467,342 $ (428,600 ) $ 38,888 Stock-based compensation - - - - 26 - 26 Net Loss - - - - - (365 ) (365 ) Balance at January 31, 2022 - $ - 145,638,459 $ 146 $ 467,368 $ (428,965 ) $ 38,549 Ending balance, value - $ - 145,638,459 $ 146 $ 467,368 $ (428,965 ) $ 38,549 | 6. STOCKHOLDERS’ EQUITY SUMMARY OF STOCKHOLDERS EQUITY Lincoln Park Purchase Agreement On July 30, 2020, the Company entered into a Purchase Agreement (the “Purchase Agreement”) and a Registration Rights Agreement (the “Registration Rights Agreement”) with Lincoln Park Capital Fund, LLC (“Lincoln Park”). Over the 36-month term of the Purchase Agreement, the Company has the right, but not the obligation, from time to time, to sell to Lincoln Park up to an aggregate amount of $ 20,000,000 0.10 1,000,000 1,000,000 As consideration for entering into the Purchase Agreement, the Company issued 1,084,266 shares of common stock to Lincoln Park as a commitment fee. The shares were valued at approximately $ 0.6 million and were recorded as deferred offering expenses in the consolidated balance sheet. The deferred charges were charged against paid-in capital upon future proceeds from the sale of common stock under the Lincoln Park Purchase Agreement. From August 2020 to October 2020, Lincoln Park purchased 11,242,048 5.1 50,000 Public Offerings In April 2021, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with certain investors. The Purchase Agreement provided for the sale and issuance by the Company of an aggregate of 17,577,400 0.001 0.7921 7,671,937 9.99% 11,244,135 0.7911 0.001 0.70 The Purchase Agreement also provided for a concurrent private placement (the “Private Placement”) of 14,005,202 14,005,202 170,000,000 300,000,000 0.70 In November 2020, the Company closed on a public offering of 30,666,665 0.30 9.2 15,333,332 0.35 five years 8.5 In May 2020, the Company entered into a sales agreement related to an ATM equity offering program pursuant to which the Company may sell, from time to time, common stock with an aggregate offering price of up to $ 40 2,489,104 1.583 0.64 1.531 52,000 886,048 762,000 0.86 737,000 25,000 In January 2020, the Company closed on a public offering of 10,000,000 1.05 10.5 5,000,000 1.25 9.6 |
COMMON STOCK PURCHASE WARRANTS
COMMON STOCK PURCHASE WARRANTS AND WARRANT LIABILITY | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Common Stock Purchase Warrants And Warrant Liability | ||
COMMON STOCK PURCHASE WARRANTS AND WARRANT LIABILITY | 7. COMMON STOCK PURCHASE WARRANTS AND WARRANT LIABILITY Warrants As of January 31, 2022 and October 31, 2021, there were outstanding and exercisable warrants to purchase 30,225,397 0.30 281.25 COMMON STOCK PURCHASE WARRANTS AND WARRANT LIABILITY Exercise Number of Shares Expiration Date Type of Financing $ 281.25 25 N/A Other warrants $ 0.25 70,297 July 2024 September 2018 Public Offering $ 2.80 327,338 September 2024 July 2019 Public Offering $ 0.35 4,578,400 November 2025 November 2020 Public Offering $ 0.70 11,244,135 April 2026 April 2021 Registered Direct Offering (Accompanying Warrants) $ 0.70 14,005,202 5 years after the date such warrants become exercisable, if ever April 2021 Private Placement (Private Placement Warrants) Grand Total 30,225,397 As of January 31, 2022 and October 31, 2021, the Company had 16,149,898 of its total 30,225,397 outstanding warrants classified as equity (equity warrants). Warrant Liability As of January 31, 2022 and October 31, 2021, the Company had 14,075,499 30,225,397 The warrants issued in the April 2021 Private Placement will become exercisable only on such day, if ever, that is 14 days after the Company files an amendment to the Company’s Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock, $ 0.001 170,000,000 300,000,000 170,000,000 300,000,000 In measuring the warrant liability for the warrants issued in the April 2021 Private Placement at January 31, 2022 and October 31, 2021, the Company used the following inputs in its Black Scholes model: SCHEDULE OF ASSUMPTIONS USED IN WARRANT LIABILITY January 31, 2022 October 31, 2021 Exercise Price $ 0.70 $ 0.70 Stock Price $ 0.136 $ 0.485 Expected Term 5 5 Volatility % 108 % 106 % Risk Free Rate 1.62 % 1.18 % The September 2018 Public Offering warrants contain a down round feature, except for exempt issuances as defined in the warrant agreement, in which the exercise price would immediately be reduced to match a dilutive issuance of common stock, options, convertible securities and changes in option price or rate of conversion. As of January 31, 2021, the down round feature was triggered four times and the exercise price of the warrants were reduced from $ 22.50 0.25 In measuring the warrant liability for the September 2018 Public Offering warrants at January 31, 2022 and October 31, 2021, the Company used the following inputs in its Monte Carlo simulation model: SCHEDULE OF ASSUMPTIONS USED IN WARRANT LIABILITY January 31, 2022 October 31, 2021 Exercise Price $ 0.25 $ 0.30 Stock Price $ 0.136 $ 0.485 Expected Term 2.61 2.87 Volatility % 118 % 123 % Risk Free Rate 1.29 % 0.77 % At January 31, 2022 and October 31, 2021, the fair value of the warrant liability was approximately $ 1,127,000 4,929,000 3,802,000 27,000 | 7. COMMON STOCK PURCHASE WARRANTS AND WARRANT LIABILITY Warrants As of October 31, 2021, there were outstanding and exercisable warrants to purchase 30,225,397 0.30 281.25 COMMON STOCK PURCHASE WARRANTS AND WARRANT LIABILITY Exercise Number of Shares Underlying Warrants Expiration Date Summary of Warrants $ 281.25 25 N/A Other Warrants $ 2.80 * 327,338 July 2024 July 2019 Public Offering $ 0.30 70,297 September 2024 September 2018 Public Offering $ 0.35 4,578,400 November 2025 November 2020 Public Offering $ 0.70 11,244,135 April 2026 April 2021 Registered Direct Offering (Accompanying Warrants) $ 0.70 14,005,202 5 years after the date such warrants become exercisable, if ever April 2021 Private Placement (Private Placement Warrants Grand Total 30,225,997 * During the year ended October 31, 2021, the cashless exercise provision of these warrants expired and the exercise price adjusted to $ 2.80 As of October 31, 2020, there were outstanding warrants to purchase 398,226 0 281.25 Exercise Number of Shares Underlying Warrants Expiration Date Summary of Warrants $ 281.25 25 N/A Other Warrants $ - 327,338 July 2024 July 2019 Public Offering $ 0.372 70,863 September 2024 September 2018 Public Offering Grand Total 398,226 A summary of warrant activity was as follows (In thousands, except share and per share data): SCHEDULE OF WARRANTS ACTIVITY Shares Weighted Weighted Aggregate Outstanding and exercisable warrants at October 31, 2019 432,142 $ 0.08 4.76 $ 114,069 Issued 5,000,000 1.25 - Exercised * (33,916 ) 0.02 Exchanged (5,000,000 ) 1.25 Outstanding and exercisable warrants at October 31, 2020 398,226 $ 0.08 3.76 $ 110,640 Issued 48,254,606 0.48 - Exercised (18,427,435 ) 0.20 Outstanding and exercisable warrants at October 31, 2021 30,225,397 $ 0.67 4.63 $ 631,089 * Includes the cashless exercise of 32,500 32,500 As of October 31, 2021, the Company had 16,149,898 30,225,397 327,363 398,226 Shares Issued for Warrants Exercises During the year ended October 31 10,754,932 warrants in exchange for 10,754,932 shares of the Company’s common stock and warrant holders from the Company’s April 2021 Offering exercised 7,671,937 pre-funded warrants in exchange for 7,671,937 shares of the Company’s common stock. Pursuant to these warrant exercises, the Company received aggregate proceeds of approximately $ 3.8 million which were payable upon exercise. Shares Issued in Settlement of Equity Warrants On October 16, 2020, the Company entered into private exchange agreements with certain holders of warrants issued in connection with the Company’s January 2020 public offering of common stock and warrants. The warrants being exchanged provide for the purchase of up to an aggregate of 5,000,000 1.25 July 21, 2020 July 21, 2025 3,000,000 1.25 0.406 4.76 101.18% 0.32% 77,000 Warrant Liability As of October 31, 2021, the Company had 14,075,499 30,225,397 70,863 398,226 The warrants issued in the April 2021 Private Placement will become exercisable only on such day, if ever, that is 14 days after the Company files an amendment to the Company’s Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock, $ 0.001 par value per share from 170,000,000 shares to 300,000,000 shares. These warrants expire five years after the date they become exercisable. As of October 31, 2021, the Company does not have sufficient authorized common stock to allow for the issuance of common stock underlying these warrants. The Company did not receive stockholder authorization to increase the authorized shares from 170,000,000 300,000,000 In measuring the warrant liability for the warrants issued in the April 2021 Private Placement at October 31, 2021 and April 14, 2021 (issuance date), the Company used the following inputs in its Black Scholes model: SCHEDULE OF ASSUMPTIONS USED IN WARRANT LIABILITY October 31, 2021 April 14, 2021 Exercise Price $ 0.70 $ 0.70 Stock Price $ 0.485 $ 0.57 Expected Term 5 5 Volatility % 106 % 106 % Risk Free Rate 1.18 % 0.85 % The September 2018 Public Offering warrants contain a down round feature, except for exempt issuances as defined in the warrant agreement, in which the exercise price would immediately be reduced to match a dilutive issuance of common stock, options, convertible securities and changes in option price or rate of conversion. As of October 31, 2021, the down round feature was triggered three times and the exercise price of the warrants were reduced from $ 22.50 0.30 In measuring the warrant liability for the September 2018 Public Offering warrants at October 31, 2021 and October 31, 2020, the Company used the following inputs in its Monte Carlo simulation model: SCHEDULE OF ASSUMPTIONS USED IN WARRANT LIABILITY October 31, 2021 October 31, 2020 Exercise Price $ 0.30 $ 0.37 Stock Price $ 0.485 $ 0.34 Expected Term 2.87 3.87 Volatility % 123 % 106 % Risk Free Rate 0.77 % 0.29 % At October 31, 2021 and October 31, 2020, the fair value of the warrant liability was approximately $ 4.9 17,000 1.0 0 |
SHARE BASED COMPENSATION
SHARE BASED COMPENSATION | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Share-Based Payment Arrangement [Abstract] | ||
SHARE BASED COMPENSATION | 11. SHARE BASED COMPENSATION The following table summarizes share-based compensation expense included in the condensed consolidated statements of operations (in thousands): SUMMARY OF SHARE BASED COMPENSATION EXPENSE Three Months Ended January 31, 2022 2021 Research and development $ 13 $ 57 General and administrative 13 179 Total $ 26 $ 236 Stock Options A summary of changes in the stock option plan for the three months ended January 31, 2022 is as follows: SUMMARY OF CHANGES IN STOCK OPTION PLAN Shares Weighted Weighted Aggregate Outstanding as of October 31, 2021 893,946 $ 19.32 7.80 $ 27 Cancelled or expired (5,888 ) 277.50 Outstanding as of January 31, 2022 888,058 $ 17.61 7.55 $ - Vested and exercisable at January 31, 2022 484,641 $ 31.80 6.89 $ - The following table summarizes information about the outstanding and exercisable options at January 31, 2022: SUMMARY OF OUTSTANDING AND EXERCISABLE OPTIONS Options Outstanding Options Exercisable Weighted Weighted Weighted Weighted Average Average Average Average Exercise Number Remaining Exercise Number Remaining Exercise Price Range Outstanding Contractual Price Exercisable Contractual Price $ .30 1.00 672,500 8.29 $ 0.54 270,000 8.20 $ 0.50 $ 1.01 10.00 55,379 6.80 $ 7.47 54,462 6.79 $ 7.56 $ 10.01 100.00 90,432 5.97 $ 29.02 90,432 5.97 $ 29.02 $ 100.01 258.30 69,747 3.07 $ 175.51 69,747 3.07 $ 175.51 As of January 31, 2022, there was approximately $ 125,000 1.38 Potential Acceleration of Stock Options In the event of a merger transaction, similar to the Previously Proposed Merger Agreement, all of the Chief Executive Officer’s 73,777 | 8. SHARE BASED COMPENSATION The following table summarizes share-based compensation expense included in the consolidated statement of operations by expense category for the years ended October 31, 2021 and 2020 (in thousands): SUMMARY OF SHARE BASED COMPENSATION EXPENSE Year Ended October 31, 2021 2020 Research and development $ 164 $ 308 General and administrative 402 583 Total $ 566 $ 891 Amendments The Advaxis, Inc. 2015 Incentive Plan (the “2015 Plan”) was originally ratified and approved by the Company’s stockholders on May 27, 2015. Subject to proportionate adjustment in the event of stock splits and similar events, the aggregate number of shares of common stock that may be issued under the 2015 Plan is 240,000 43,333 On January 1, 2020, 166,667 At the Annual Meeting of Stockholders of the Company held on May 4, 2020, the Company’s stockholders voted to approve an amendment to increase the number of shares authorized for issuance under the 2015 Plan from 877,744 6,000,000 On January 1, 2021, 166,667 As of October 31, 2021, there were 5,127,985 Restricted Stock Units (RSUs) A summary of the Company’s RSU activity and related information for the fiscal year ended October 31, 2021 and 2020 is as follows: SUMMARY OF RSU ACTIVITY AND RELATED INFORMATION Number of Weighted-Average Balance at October 31, 2019 14,706 $ 47.62 Vested (8,870 ) 60.59 Cancelled (280 ) 98.80 Balance at October 31, 2020 5,556 $ 24.32 Vested (5,555 ) 24.30 Cancelled (1 ) 125.25 Balance at October 31, 2021 - $ - The fair value of the RSUs as of the respective vesting dates was approximately $ 3,000 5,000 Employee Stock Awards Common stock issued to executives and employees related to vested incentive retention awards and employment inducements totaled 5,555 8,870 67,000 0.2 Stock Options A summary of changes in the stock option plan for the years ended October 31, 2021 and 2020 is as follows (in thousands, except share and per share data): SUMMARY OF CHANGES IN STOCK OPTION PLAN Shares Weighted Weighted Aggregate Outstanding as of October 31, 2019 560,490 $ 71.56 7.34 $ 1 Granted 645,000 0.61 Cancelled or expired (193,722 ) 34.47 Outstanding as of October 31, 2020 1,011,768 $ 33.43 8.04 $ 4 Granted 50,000 0.39 Exercised (333 ) 0.30 Cancelled or expired (167,489 ) 98.93 Outstanding as of October 31, 2021 893,946 $ 19.32 7.8 $ 27 Vested and exercisable at October 31, 2021 456,506 $ 37.03 6.98 $ 15 During the year ended October 31, 2021, the Company granted stock options to purchase 50,000 shares of its common stock to an employee. The stock options have a ten -year term, vest over three years from the date of grant, and have an exercise price of $ 0.39 . During the year ended October 31, 2020, the Company granted stock options to purchase 580,000 and 65,000 shares of its common stock to employees and directors, respectively. The stock options issued to employees have a ten -year term, vest over three years , and have an exercise price of $ 0.49 to $ 0.66 . The stock options issued to directors have a ten -year term, vest over three years , and have an exercise price of $ 0.66 . The weighted average grant date fair value of options granted during the fiscal years ended October 31, 2021 and 2020 was $ 0.32 0.48 The total intrinsic value of options exercised during the fiscal years ended October 31, 2021 and 2020 was $ 162 0 Total compensation cost related to the Company’s outstanding stock options, recognized in the consolidated statement of operations for the years ended October 31, 2021 and 2020 was approximately $ 0.5 million and $ 0.7 million, respectively. As of October 31, 2021, there was approximately $ 0.2 1.61 The following table summarizes information about the outstanding and exercisable stock options at October 31, 2021: SUMMARY OF OUTSTANDING AND EXERCISABLE OPTIONS Options Outstanding Options Exercisable Weighted Weighted Weighted Weighted Average Average Average Average Exercise Number Remaining Exercise Intrinsic Number Remaining Exercise Intrinsic Price Range Outstanding Contractual Price Value Exercisable Contractual Price Value $ .30 10.00 727,879 8.43 $ 1.06 $ 27 290,439 8.23 $ 1.40 $ 15 $ 10.01 100.00 90,432 6.22 $ 29.02 $ - 90,432 6.22 $ 29.02 $ - $ 100.01 200.00 50,938 3.47 $ 162.17 $ - 50,938 3.47 $ 162.17 $ - $ 200.01 277.5 24,697 2.22 $ 227.35 $ - 24,697 2.22 $ 227.35 $ - The fair value of each option granted from the Company’s stock option plans during the years ended October 31, 2021 and 2020 was estimated on the date of grant using the Black-Scholes option-pricing model. Using this model, fair value is calculated based on assumptions with respect to (i) expected volatility of the Company’s common stock price, (ii) the periods of time over which employees and Board Directors are expected to hold their options prior to exercise (expected lives), (iii) expected dividend yield on the Company’s common stock, and (iv) risk-free interest rates, which are based on quoted U.S. Treasury rates for securities with maturities approximating expected lives of the options. The Company used their own historical volatility in determining the volatility to be used. The expected term of the stock option grants was calculated using the “simplified” method in accordance with the SEC Staff Accounting Bulletin 107. The “simplified” method was used since the Company believes its historical data does not provide a reasonable basis upon which to estimate expected term and the Company does not have enough option exercise data from its grants issued to support its own estimate as a result of vesting terms and changes in the stock price. The expected dividend yield is zero as the Company has never paid dividends to common shareholders and does not currently anticipate paying any in the foreseeable future. The following table provides the weighted average fair value of stock options granted to directors and employees and the related assumptions used in the Black-Scholes model: SUMMARY OF FAIR VALUE OF STOCK OPTIONS GRANTED OF BSM Year Ended October 31, 2021 October 31, 2020 Expected term 6 5.50 6.50 Expected volatility 103.27 % 100.27 105.21 % Expected dividends 0 % 0 % Risk free interest rate 0.53 % 0.36 0.62 % Employee Stock Purchase Plan The Advaxis, Inc. 2018 Employee Stock Purchase Plan (ESPP) was approved by the Company’s shareholders on March 21, 2018. The 2018 ESPP allows employees to purchase common stock of the Company at a 15% discount to the market price on designated exercise dates. Employees were eligible to participate in the 2018 ESPP beginning May 1, 2018. 1,000,000 shares of the Company’s Common stock were reserved for issuance under the 2018 ESPP. During the fiscal years ended October 31, 2021 and 2020, the Company issued 1,000 and 14,148 In July 2021, the ESPP was terminated. |
LICENSING AGREEMENTS
LICENSING AGREEMENTS | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | ||
LICENSING AGREEMENTS | 9. LICENSING AGREEMENTS OS Therapies LLC On September 4, 2018, the Company entered into a development, license and supply agreement with OS Therapies (“OST”) for the use of ADXS31-164, also known as ADXS-HER2, for evaluation in the treatment of osteosarcoma in humans. Under the terms of the license agreement, as amended, OST will be responsible for the conduct and funding of a clinical study evaluating ADXS-HER2 in recurrent, completely resected osteosarcoma. Under the most recent amendment to the licensing agreement, OST agreed to pay Advaxis $ 25,000 2,337,500 Provided that OST meets its ongoing obligation to make its Monthly Payments to Advaxis for six consecutive months, Advaxis agrees to transfer, and OST agrees to take full ownership of, the IND application for ADXS31-164 in its entirety to OST, along with agreements and promises contained therein, as well as all obligations associated with this IND or any HER2 product/program development. Until OST makes its Monthly Payments to Advaxis for six consecutive months, Advaxis will continue to bear the costs of the regulatory filing services related to the IND application for ADXS31-164. Within five business days of achieving the funding milestone of $ 2,337,500 1,550,000 The promises to (1) Maintain the HER2 product until transfer to OST, (2) Provide the IND application ownership for ADX321-164 to OST, (3) Participate in the Joint Steering Committee, (4) Transfer of IP & licensing rights of ADXS31-164 and related Patents, and (5) Provide Clinical Drug Supply represent one combined performance obligation for revenue recognition purposes. The Company concluded that the transfer of the IP and licensing rights provides OST with a functional, or “right to use,” license, and thus the Company will recognize the upfront fees of $ 1,550,000 Since OST is making $ 25,000 monthly payments that will be creditable against the $ 1,550,000 , as well as additional upfront payments not specified in the contract, the Company will receive payments prior to the performance of the single distinct performance obligation. Due to this, the Company will defer any of the monthly payments until the IP and licensing rights are transferred to OST. However, if OST terminates the contract, which they are able to do with 60-day notice, the Company would recognize any of the payments received when the contract terminates. As of October 31, 2020, OST had made payments totaling $ 164,653 and this has been recorded as other liabilities in the consolidated balance sheet. From May 2020 to January 2021, the Company received an aggregate of $ 1,615,000 1,615,000 On April 26, 2021, the Company achieved the second milestone set forth in the license agreement for evaluation in the treatment of osteosarcoma in humans and recorded $ 1,375,000 in revenue. The Company received the amount due from OS Therapies of $ 1,375,000 Global BioPharma Inc. On December 9, 2013, the Company entered into an exclusive licensing agreement for the development and commercialization of axalimogene filolisbac with Global BioPharma, Inc. (GBP), a Taiwanese based biotech company funded by a group of investors led by Taiwan Biotech Co., Ltd (TBC). During each of the years ended October 31, 2021 and 2020, the Company recorded $ 0.25 | |
LICENSING AGREEMENTS | 12. LICENSING AGREEMENTS OS Therapies LLC On September 4, 2018, the Company entered into a development, license and supply agreement with OS Therapies (“OST”) for the use of ADXS31-164, also known as ADXS-HER2, for evaluation in the treatment of osteosarcoma in humans. Under the terms of the license agreement, as amended, OST will be responsible for the conduct and funding of a clinical study evaluating ADXS-HER2 in recurrent, completely resected osteosarcoma. Under the most recent amendment to the licensing agreement, OST agreed to pay Advaxis $ 25,000 2,337,500 During the three months ended January 31, 2021, the Company received an aggregate of $1,615,000 from OS Therapies upon achievement of the funding milestone set forth in the license agreement |
CONTINGENCIES
CONTINGENCIES | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||
CONTINGENCIES | 8. COMMITMENTS AND CONTINGENCIES Atachbarian On November 15, 2021, a purported stockholder of the Company commenced an action against the Company and certain of its directors in the U.S. District Court for the District of New Jersey, entitled Atachbarian v. Advaxis, Inc., et al., No. 3:21-cv-20006. The plaintiff alleges that the defendants breached their fiduciary duties and violated Section 14(a) and Rule 20(a) of the Securities Exchange Act of 1934 and Rule 14a-9 promulgated thereunder by allegedly failing to disclose certain matters in its Registration Statement on Form S-4 (Commission File No. 333-259065 (the “Registration Statement”) filed in connection with a proposed merger with Biosight Ltd. (the “Previously Proposed Merger”). On December 15, 2021, pursuant to an understanding reached with the plaintiff, the Company made certain other additional disclosures that mooted the demands asserted in the complaint. On December 17, 2021, the plaintiff filed a notice of voluntary dismissal with prejudice. On February 7, 2022, the Company and the plaintiff reached a settlement agreement, which is recorded in accrued expenses in the consolidated balance statement. Purported Stockholder Claims Related to Biosight Transaction Between September 16, 2021, and November 4, 2021, the Company received demand letters on behalf of six purported stockholders of the Company, alleging that the Company failed to disclose certain matters in the Registration Statement, and demanding that the Company disclose such information in a supplemental disclosure filed with the SEC. On October 14, 2021, the Company filed an amendment to the Registration Statement and on November 8, 2021, the Company made certain other additional disclosures that mooted the demands asserted in the above-referenced letters. The six plaintiffs have made a settlement demand. The Company believes it has adequately accrued for a settlement, which is recorded in accrued expenses in the consolidated balance sheet. In addition, the Company received certain additional demands from stockholders asserting that the proxy materials filed by the Company in connection with the Previously Proposed Merger contained alleged material misstatements and/or omissions in violation of federal law. In response to these demands, the Company agreed to make, and did make, certain supplemental disclosures to the proxy materials. At this time, the Company is unable to predict the likelihood of an unfavorable outcome. | 10. CONTINGENCIES Legal Proceedings Atachbarian On November 15, 2021, a purported stockholder of the Company commenced an action against the Company and certain of its directors in the U.S. District Court for the District of New Jersey, entitled Atachbarian v. Advaxis, Inc., et al., No. 3:21-cv-20006. The plaintiff alleges that the defendants breached their fiduciary duties and violated Section 14(a) and Rule 20(a) of the Securities Exchange Act of 1934 and Rule 14A-9 promulgated thereunder by allegedly failing to disclose certain matters in the Registration Statement. On December 15, 2021, pursuant to an understanding reached with the plaintiff, the Company filed a Form 8-K with the SEC in which it made certain other additional disclosures that mooted the demands asserted in the complaint. On December 17, 2021, the plaintiff filed a notice of voluntary dismissal with prejudice. On February 7, 2022, the Company reached a settlement agreement, which is recorded in general and administrative expenses in the consolidated income statement. Purported Stockholder Claims Related to Biosight Transaction Between September 16, 2021, and November 4, 2021, the Company received demand letters on behalf of six purported stockholders of the Company, alleging that the Company failed to disclose certain matters in the Registration Statement, and demanding that the Company disclose such information in a supplemental disclosure filed with the SEC. On October 14, 2021, the Company filed an Amendment to the Registration Statement and on November 8, 2021, the Company filed a Form 8-K with the SEC in which it made certain other additional disclosures that mooted the demands asserted in the above-referenced letters. The six plaintiffs have made a settlement demand. The Company believes it has adequately accrued for a settlement, which is recorded in general and administrative expenses in the consolidated income statement. In addition, the Company received certain additional demands from stockholders asserting that the proxy materials filed by the Company in connection with the Merger contained alleged material misstatements and/or omissions in violation of federal law. In response to these demands, the Company agreed to make, and did make, certain supplemental disclosures to the proxy materials. At this time, the Company is unable to predict the likelihood of an unfavorable outcome. Stendhal On September 19, 2018, Stendhal filed a Demand for Arbitration before the International Centre for Dispute Resolution (Case No. 01-18-0003-5013) relating to the Co-development and Commercialization Agreement with Especificos Stendhal SA de CV (the “Stendhal Agreement”). In the demand, Stendhal alleged that (i) the Company breached the Stendhal Agreement when it made certain statements regarding its AIM2CERV program, (ii) that Stendhal was subsequently entitled to terminate the Agreement for cause, which it did so at the time and (iii) that the Company owes Stendhal damages pursuant to the terms of the Stendhal Agreement. Stendhal is seeking to recover $ 3 0.3 3 From October 21-23, 2019, an evidentiary hearing for the arbitration was conducted. On April 1, 2020, the Arbitrator issued a final award denying Stendhal’s claim in full. The Arbitrator found that the Company had not repudiated the Agreement and did not owe Stendhal damages, fees, or interest associated with the arbitration. The Arbitrator also denied the Company’s claim that Stendhal breached its obligations to the Company. The parties were ordered to bear their own attorneys’ fees and evenly split administrative fees and expenses for the arbitration. |
LEASES
LEASES | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Leases | ||
LEASES | 6. LEASES Operating Leases The Company previously leased a corporate office and manufacturing facility in Princeton, New Jersey under an operating lease that was set to expire in November 2025 1,000,000 182,000 818,000 4.5 5.6 0.1 On March 25, 2021, the Company entered into a new lease agreement for its corporate office/lab with base rent of approximately $ 29,000 March 25, 2022 March 25, 2023 43 Supplemental balance sheet information related to leases was as follows (in thousands): SCHEDULE OF SUPPLEMENTAL BALANCE SHEET RELATED TO LEASES January 31, 2022 October 31, 2021 Operating leases: Operating lease right-of-use assets $ 33 $ 40 Operating lease liability $ 29 $ 28 Operating lease liability, net of current portion 5 12 Total operating lease liabilities $ 34 $ 40 Supplemental lease expense related to leases was as follows (in thousands): SCHEDULE OF LEASE EXPENSES Lease Cost (in thousands) Statements of Operations Classification For the Three For the Three Operating lease cost General and administrative 7 290 Variable lease cost General and administrative $ 9 437 Total lease expense $ 16 727 Other information related to leases where the Company is the lessee is as follows: SCHEDULE OF OTHER INFORMATION RELATED TO LEASES January 31, 2022 October 31, 2021 Weighted-average remaining lease term 1.2 1.4 Weighted-average discount rate 3.79 % 3.79 % Supplemental cash flow information related to operating leases was as follows: SCHEDULE OF CASH FLOW INFORMATION RELATED TO LEASES For the Three For the Three Cash paid for operating lease liabilities $ 7 $ 324 Future minimum lease payments under non-cancellable leases as of January 31, 2022 were as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER NON-CANCELLABLE LEASES Fiscal Year ending October 31, 2022 (Remaining) $ 22 2023 13 Total minimum lease payments 35 Less: Imputed interest (1 ) Total $ 34 | 11. LEASES Operating Leases The Company leased its corporate office and manufacturing facility in Princeton, New Jersey under an operating lease that was set to expire in November 2025 . The Company had the option to renew the lease term for two additional five-year terms. The renewal periods were not included the lease term for purposes of determining the lease liability or right-of-use asset. The Company provided a security deposit of approximately $ 182,000 , which was recorded as other assets in the consolidated balance sheet as of October 31, 2020. The Company identified and assessed the following significant assumptions in recognizing its right-of-use assets and corresponding lease liabilities: ● As the Company does not have sufficient insight to determine an implicit rate, the Company estimated the incremental borrowing rate in calculating the present value of the lease payments. The Company utilized a synthetic credit rating model to determine a benchmark for its incremental borrowing rate for its leases. The benchmark rate was adjusted to arrive at an appropriate discount rate for the lease. ● Since the Company elected to account for each lease component and its associated non-lease components as a single combined component, all contract consideration was allocated to the combined lease component. ● Renewal option periods have not been included in the determination of the lease terms as they are not deemed reasonably certain of exercise. ● Variable lease payments, such as common area maintenance, real estate taxes, and property insurance are not included in the determination of the lease’s right-of-use asset or lease liability. On March 26, 2021, the Company entered into a Lease Termination and Surrender Agreement with respect to this lease agreement. The Lease Termination and Surrender Agreement provides for the early termination of the lease, which became effective on March 31, 2021. In connection with the early termination of the lease, the Company was required to pay a $ 1,000,000 182,000 818,000 4.5 5.6 0.1 On March 25, 2021, the Company entered into a new lease agreement for its corporate office/lab with base rent of approximately $ 29,000 March 25, 2022 March 25, 2023 43,000 Supplemental balance sheet information related to leases as of October 31 was as follows (in thousands): SCHEDULE OF SUPPLEMENTAL BALANCE SHEET RELATED TO LEASES October 31, 2021 October 31, 2020 Operating leases: Operating lease right-of-use assets $ 40 $ 4,839 Operating lease liability $ 28 $ 962 Operating lease liability, net of current portion 12 5,055 Total operating lease liabilities $ 40 $ 6,017 Supplemental lease expense related to leases was as follows (in thousands): SCHEDULE OF LEASE EXPENSES Lease Cost (in thousands) Statements of Operations Classification For the Fiscal For the Fiscal Operating lease cost General and administrative $ 1,302 $ 1,158 Short-term lease cost General and administrative 14 320 Variable lease cost General and administrative 180 547 Total lease expense $ 1,496 $ 2,025 Other information related to leases where the Company is the lessee is as follows: SCHEDULE OF OTHER INFORMATION RELATED TO LEASES October 31, 2021 October 31, 2020 Weighted-average remaining lease term 1.4 5.1 Weighted-average discount rate 3.79 % 6.5 % Supplemental cash flow information related to operating leases was as follows: SCHEDULE OF CASH FLOW INFORMATION RELATED TO LEASES For the Fiscal For the Fiscal Cash paid for operating lease liabilities $ 547 $ 1,233 Future minimum lease payments under non-cancellable leases as of October 31, 2021 were as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER NON-CANCELLABLE LEASES Fiscal Year ending October 31, 2022 $ 29 2023 12 Total minimum lease payments 41 Less: Imputed interest (1 ) Total $ 40 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Oct. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 12. INCOME TAXES The income tax provision (benefit) consists of the following (in thousands): SCHEDULE OF INCOME TAX PROVISION (BENEFIT) October 31, 2021 October 31, 2020 Federal Current $ - $ - Deferred 141 (4,578 ) State and Local Current - - Deferred 131 (1,445 ) Foreign Current 50 50 Deferred - - Change in valuation allowance (272 ) (6,023 ) Income tax provision (benefit) $ 50 $ 50 The Company has U.S. federal net operating loss carryovers (“NOLs”) of approximately $ 314.8 299.2 56.0 2038 153.7 137.6 In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon future generation for taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. After consideration of all the information available, management believes that significant uncertainty exists with respect to future realization of the deferred tax assets and has therefore established a full valuation allowance. The Company evaluated the provisions of ASC 740 related to the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. ASC 740 prescribes a comprehensive model for how a company should recognize, present, and disclose uncertain positions that the company has taken or expects to take in its tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. Differences between tax positions taken or expected to be taken in a tax return and the net benefit recognized and measured pursuant to the interpretation are referred to as “unrecognized benefits.” A liability is recognized (or amount of net operating loss carry forward or amount of tax refundable is reduced) for unrecognized tax benefit because it represents an enterprise’s potential future obligation to the taxing authority for a tax position that was not recognized as a result of applying the provisions of ASC 740. If applicable, interest costs related to the unrecognized tax benefits are required to be calculated and would be classified as other expense in the consolidated statement of operations. Penalties would be recognized as a component of general and administrative expenses in the consolidated statement of operations. No The Company files tax returns in the U.S. federal and state jurisdictions and is subject to examination by tax authorities beginning with the fiscal year ended October 31, 2018. The Company’s deferred tax assets (liabilities) consisted of the effects of temporary differences attributable to the following (in thousands): SCHEDULE OF DEFERRED TAX ASSETS (LIABILITIES) Years Ended October 31, 2021 October 31, 2020 Deferred Tax Assets Net operating loss carryovers $ 32,971 $ 28,553 Stock-based compensation 4,566 10,132 Research and development credits 11,371 10,742 Capitalized R&D costs 14,536 13,822 Adoption of ASC 842 – Lease Liability 11 1,691 Other deferred tax assets 92 224 Total deferred tax assets $ 63,547 $ 65,164 Valuation allowance (62,573 ) (62,845 ) Deferred tax asset, net of valuation allowance $ 974 $ 2,319 Deferred Tax Liabilities Adoption of ASC 842 – ROU Asset (11 ) (1,360 ) Patent cost (943 ) (917 ) Other deferred tax liabilities (20 ) (42 ) Total deferred tax liabilities $ (974 ) $ (2,319 ) Net deferred tax asset (liability) $ - $ - The expected tax (expense) benefit based on the statutory rate is reconciled with actual tax expense benefit as follows: SCHEDULE OF EXPECTED TAX (EXPENSE) BENEFIT BASED ON STATUTORY RATE WITH ACTUAL TAX EXPENSE BENEFIT 2021 Years Ended October 31, 2021 October 31, 2020 US Federal statutory rate 21.00 % 21.00 % State income tax, net of federal benefit (0.73 ) 5.48 Merger costs (1.68 ) 0.00 Other permanent differences (0.02 ) (0.05 ) Research and development credits 3.09 1.73 Warrant Liability 1.14 0.00 Foreign taxes (0.28 ) (0.19 ) Change in valuation allowance 1.52 (22.82 ) Stock option expirations (24.32 ) (5.33 ) Income tax (provision) benefit (0.28 )% (0.19 )% The “Foreign taxes” income tax expense in the consolidated statement of operations for both the years ended October 31, 2021 and 2020 pertain to a Taiwan Excise tax of $50,000 levied in connection with the GBP Revenue. |
FAIR VALUE
FAIR VALUE | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Fair Value Disclosures [Abstract] | ||
FAIR VALUE | 13. FAIR VALUE The authoritative guidance for fair value measurements defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or the most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact, and (iv) willing to transact. The guidance describes a fair value hierarchy based on the levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following: ● 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 corroborated by observable market data or 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 value of the assets or liabilities. The following table provides the assets and liabilities carried at fair value measured on a recurring basis as of January 31, 2022 and October 31, 2021 (in thousands): SCHEDULE OF FAIR VALUE, ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS Level 1 Level 2 Level 3 Total Fair value measured at January 31, 2022 Level 1 Level 2 Level 3 Total Financial assets at fair value: Cash equivalents (money market funds) $ 17,154 $ - $ - $ 17,154 Total Financial Assets at Fair Value $ 17,154 $ - $ - $ 17,154 Financial liabilities at fair value: Preferred stock redemption liability $ - $ - $ 87 $ 87 Common stock warrant liability, warrants exercisable at $ 0.25 - - 7 7 Common stock warrant liability, warrants exercisable at $ 0.70 - - 1,120 1,120 Total financial liabilities at fair value $ - $ - $ 1,214 $ 1,214 Level 1 Level 2 Level 3 Total Fair value measured at October 31, 2021 Level 1 Level 2 Level 3 Total Financial assets at fair value: Cash equivalents (money market funds) $ 17,153 $ - $ - $ 17,153 Total Financial Assets at Fair Value $ 17,153 $ - $ - $ 17,153 Financial liabilities at fair value: Common stock warrant liability, warrants exercisable at $ 0.30 $ - $ - $ 27 $ 27 Common stock warrant liability, warrants exercisable at $ 0.70 - - 4,902 4,902 Total financial liabilities at fair value $ - $ - $ 4,929 $ 4,929 The following table presents changes in Level 3 liabilities measured at fair value (in thousands) for the three months ended January 31, 2022. Unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. SCHEDULE OF FAIR VALUE MEASURING UNOBSERVABLE INPUTS Preferred Stock Redemption Liability Warrant Liabilities Total Fair value at October 31, 2021 $ $ 4,929 $ 4,929 Additions 87 - 87 Change in fair value - (3,802 ) (3,802 ) Fair value at January 31, 2022 $ 87 $ 1,127 $ 1,214 Shares of Common Stock and Warrants to Purchase Shares of Common Stock ADVAXIS, INC. PROSPECTUS A.G.P. , 2022 Until , 2022, (25 days after the date of this prospectus) all dealers that effect transactions in the shares of our common stock, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to the dealers’ obligation to deliver a prospectus when acting as underwriters and with respect to their unsold allotments or subscriptions. INFORMATION NOT REQUIRED IN PROSPECTUS The following table sets forth all expenses, other than underwriting discounts and commissions, payable by us in connection with the sale of the shares of common stock being registered. All of such expenses are estimates, except the fees payable to the SEC and the Financial Industry Regulatory Authority. Securities and Exchange Commission registration fee $ 2,317.50 Financial Industry Regulatory Authority fee* $ Stock exchange fees* Printing and mailing expenses* Legal fees and expenses* Accounting fees and expenses* Transfer agent and registrar fees* Miscellaneous fees and expenses* Total: $ * To be provided by amendment. Section 145 of the Delaware General Corporation Law, or the DGCL, authorizes a corporation to indemnify its directors and officers against liabilities arising out of actions, suits and proceedings to which they are made or threatened to be made a party by reason of the fact that they have served or are currently serving as a director or officer to a corporation. The indemnity may cover expenses (including attorneys’ fees) judgments, fines and amounts paid in settlement actually and reasonably incurred by the director or officer in connection with any such action, suit or proceeding. Section 145 permits corporations to pay expenses (including attorneys’ fees) incurred by directors and officers in advance of the final disposition of such action, suit or proceeding. In addition, Section 145 provides that a corporation has the power to purchase and maintain insurance on behalf of its directors and officers against any liability asserted against them and incurred by them in their capacity as a director or officer, or arising out of their status as such, whether or not the corporation would have the power to indemnify the director or officer against such liability under Section 145. We have adopted provisions in our certificate of incorporation and bylaws to be in effect at the consummation of this offering that limit or eliminate the personal liability of our directors to the fullest extent permitted by the DGCL, as it now exists or may in the future be amended. Consequently, a director will not be personally liable to us or our stockholders for monetary damages or breach of fiduciary duty as a director, except for liability for: ● any breach of the director’s duty of loyalty to us or our stockholders; ● any act or omission not in good faith or that involves intentional misconduct or a knowing violation of law; ● any unlawful payments related to dividends or unlawful stock purchases, redemptions or other distributions; or ● any transaction from which the director derived an improper personal benefit. These limitations of liability do not alter director liability under the federal securities laws and do not affect the availability of equitable remedies such as an injunction or rescission. In addition, our bylaws provide that: ● we will indemnify our directors, officers and, in the discretion of our board of directors, certain employees to the fullest extent permitted by the DGCL, as it now exists or may in the future be amended; and ● we will advance reasonable expenses, including attorneys’ fees, to our directors and, in the discretion of our board of directors, to our officers and certain employees, in connection with legal proceedings relating to their service for or on behalf of us, subject to limited exceptions. We have entered into indemnification agreements with each of our directors and intend to enter into such agreements with certain of our executive officers. These agreements provide that we will indemnify each of our directors, certain of our executive officers and, at times, their affiliates to the fullest extent permitted by Delaware law. We will advance expenses, including attorneys’ fees (but excluding judgments, fines and settlement amounts), to each indemnified director, executive officer or affiliate in connection with any proceeding in which indemnification is available and we will indemnify our directors and officers for any action or proceeding arising out of that person’s services as a director or officer brought on behalf of the Company and/or in furtherance of our rights. Additionally, each of our directors may have certain rights to indemnification, advancement of expenses and/or insurance provided by their affiliates, which indemnification relates to and might apply to the same proceedings arising out of such director’s services as a director referenced herein. Nonetheless, we have agreed in the indemnification agreements that the Company’s obligations to those same directors are primary and any obligation of the affiliates of those directors to advance expenses or to provide indemnification for the expenses or liabilities incurred by those directors are secondary. We also maintain general liability insurance which covers certain liabilities of our directors and officers arising out of claims based on acts or omissions in their capacities as directors or officers, including liabilities under the Securities Act. The underwriting agreement filed as Exhibit 1.1 to this registration statement provides for indemnification of us and our directors and officers by the underwriters against certain liabilities under the Securities Act and the Exchange Act. On January 31, 2022, the Company completed the issuance and sale, in a private placement under Regulation D under the Securities Act of 1933, as amended, of 1,000,000 shares of the Company’s Series D Convertible Redeemable Preferred Stock, par value $0.001 per share (the “Series D Preferred Stock”). The shares of Series D Preferred Stock were convertible, at a conversion price of $0.25 per share (subject in certain circumstances to adjustments), into shares of the Company’s common stock, par value $0.001 per share. All shares of the Series D Preferred Stock were redeemed on April 7, 2022. 1.1 Form of Underwriting Agreement (to be filed by amendment). 3.1 Form of Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Advaxis, Inc. 3.2 Amended and Restated Certificate of Incorporation. Incorporated by reference to Annex C to DEF 14A Proxy Statement filed with the SEC on May 15, 2006. 3.3 Certificate of Designations of Preferences, Rights and Limitations of Series B Preferred Stock of the registrant, dated July 19, 2010. Incorporated by reference to Exhibit 4.1 to Current Report on Form 8-K filed with the SEC on July 20, 2010. 3.4 Certificate of Amendment to Amended and Restated Certificate of Incorporation filed with the Delaware Secretary of State on August 16, 2012. Incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed with the SEC on August 17, 2012. 3.5 Certificate of Amendment to Amended and Restated Certificate of Incorporation filed with the Delaware Secretary of State on July 11, 2013 (reverse stock split). Incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed with the SEC on July 15, 2013. 3.6 Certificate of Amendment to Amended and Restated Certificate of Incorporation filed with the Delaware Secretary of State on July 12, 2013 (reverse stock split). Incorporated by reference to Exhibit 3.2 to Current Report on Form 8-K filed with the SEC on July 15, 2013. 3.7 Certificate of Amendment to Amended and Restated Certificate of Incorporation filed with the Delaware Secretary of State on July 9, 2014. Incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed with the SEC on July 10, 2014. 3.8 Certificate of Amendment to Amended and Restated Certificate of Incorporation filed with the Delaware Secretary of State on March 10, 2016. Incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed with the SEC on March 11, 2016. 3.9 Certificate of Amendment to Amended and Restated Certificate of Incorporation filed with the Delaware Secretary of State on March 21, 2018. Incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed with the SEC on March 21, 2018. 3.10 Second Amended and Restated By-Laws of Advaxis, Inc. Incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K filed with the SEC on March 5, 2021. 3.11 Amendment No. 1 to the Second Amended and Restated By-Laws of Advaxis, Inc. Incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K filed with the SEC on September 20, 2021. 3.12 Certificate of Correction to the Certificate of Designation of Preferences, Rights, and Limitations of Series D Convertible Redeemable Preferred Stock, Incorporated by reference to Exhibit 3.13 of the Annual Report on Form 10-K filed with the SEC on February 14, 2022. 3.13 Certificate of Correction to the Amended and Restated Certificate of Incorporation of Advaxis, Inc., filed with the Secretary of State of the State of Delaware on January 27, 2022, Incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed with the SEC on January 28, 2022 3.14 Certificate of Correction to the Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Advaxis, Inc., filed with the Secretary of State of the State of Delaware on January 27, 2022, Incorporated by reference to Exhibit 3.2 to Current Report on Form 8-K filed with the SEC on January 28, 2022 3.15 Certificate of Correction to the Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Advaxis, Inc., filed with the Secretary of State of the State of Delaware on January 27, 2022, Incorporated by reference to Exhibit 3.3 to Current Report on Form 8-K filed with the SEC on January 28, 2022 3.16 Certificate of Correction to the Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Advaxis, Inc., filed with the Secretary of State of the State of Delaware on January 27, 2022, Incorporated by reference to Exhibit 3.4 to Current Report on Form 8-K filed with the SEC on January 28, 2022 3.17 Certificate of Correction to the Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Advaxis, Inc., filed with the Secretary of State of the State of Delaware on January 27, 2022, Incorporated by reference to Exhibit 3.5 to Current Report on Form 8-K filed with the SEC on January 28, 2022 3.18 Certificate of Correction to the Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Advaxis, Inc., filed with the Secretary of State of the State of Delaware on January 27, 2022, Incorporated by reference to Exhibit 3.6 to Current Report on Form 8-K filed with the SEC on January 28, 2022 3.19 Certificate of Correction to the Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Advaxis, Inc., filed with the Secretary of State of the State of Delaware on January 27, 2022, Incorporated by reference to Exhibit 3.7 to Current Report on Form 8-K filed with the SEC on January 28, 2022 3.20 Amendment No. 2 to the Second Amended and Restated By-Laws of Advaxis, Inc., Incorporated by reference to Exhibit 3.9 to Current Report on Form 8-K filed with the SEC on January 28, 2022 3.21 Certificate of Designation of Preferences, Rights and Limitations of Series D Convertible Redeemable Preferred Stock, Incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed with the SEC on February 1, 2022 4.1 Form of Warrant Agency Agreement, dated as of September 11, 2018 between Advaxis, Inc. and Continental Stock Transfer and Trust Company (and Form of Warrant contained therein), Incorporated by reference to Exhibit 4.1 to Current Report on Form 8-K filed with the SEC on September 11, 2018. 4.2 Form of Common Warrant dated July 25, 2019 Incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the SEC on July 25, 2019. 4.3 Form of Common Stock Warrant dated November 27, 2020. Incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the SEC on November 27, 2020. 4.4 Form of Pre-Funded Warrant. Incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the SEC on April 12, 2021. 4.5 Form of Accompanying Warrant. Incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the SEC on April 12, 2021. 4.6 Form of Private Placement Warrant. Incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed with the SEC on April 12, 2021. 4.7 Description of each class of securities registered under Section 12 of the Securities Exchange Act of 1934. Incorporated by reference to Exhibit 4.7 to the Annual Report on Form 10-K filed with the SEC on February 14, 2022. 5.1 Opinion of Morgan, Lewis & Bockius LLP (to be filed by amendment). 10.1 License Agreement, between the Trustees of the University of Pennsylvania and the registrant dated as of June 17, 2002, as Amended and Restated on February 13, 2007. Incorporated by reference to Exhibit 10.11 to Annual Report on Form 10-KSB filed with the SEC on February 13, 2007. 10.2 Amended and Restated 2009 Stock Option Plan of the registrant. Incorporated by reference to Annex A to DEF 14A Proxy Statement filed with the SEC on April 30, 2010. 10.3 Second Amendment to the Amended and Restated Patent License Agreement between the registrant and the Trustees of the University of Pennsylvania dated as of May 10, 2010. Incorporated by reference to Exhibit 10.1 to Quarterly Report on Form 10-Q filed with the SEC on June 3, 2010. 10.4 2011 Omnibus Incentive Plan of registrant. Incorporated by reference to Annex A to DEF 14A Proxy Statement filed with the SEC on August 29, 2011. 10.5 Amendment No. 1, dated as of March 26, 2007, to the License Agreement, between the Trustees of the University of Pennsylvania and Advaxis, Inc. dated as of June 17, 2002, as amended and restated on February 13, 2007. Incorporated by reference to Exhibit 10.1 to Quarterly Report on Form 10-Q filed with the SEC on June 14, 2012. 10.6 Amendment No. 3, dated as of December 12, 2011, to the License Agreement, between the Trustees of the University of Pennsylvania and Advaxis, Inc. dated as of June 17, 2002, as amended and restated on February 13, 2007. Incorporated by reference to Exhibit 10.5 to Quarterly Report on Form 10-Q filed with the SEC on June 14, 2012. 10.7 Amendment No. 1 to 2011 Omnibus Incentive Plan of registrant. Incorporated by reference to Annex B to DEF 14A Proxy Statement filed with the SEC on July 19, 2012. 10.8 Indemnification Agreement. Incorporated by reference to Exhibit 10.3 to Current Report on Form 8-K filed with the SEC on August 20, 2013. 10.9 Exclusive License and Technology Transfer Agreement by and between Advaxis, Inc. and Global BioPharma, Inc., dated December 9, 2013. Incorporated by reference to Exhibit 10.79 to Annual Report on Form 10-K/A filed with the SEC on February 6, 2014. 10.10 Distribution and Supply Agreement, dated as of January 20, 2014, by and between Advaxis, Inc. and Biocon, Limited. Incorporated by reference to Exhibit 10.7 to Quarterly Report on Form 10-Q filed with the SEC on March 17, 2014. 10.11 Exclusive License Agreement, dated March 19, 2014, by and between Advaxis, Inc. and Aratana Therapeutics, Inc. Incorporated by reference to Exhibit 10.1 to Quarterly Report on Form 10-Q filed with the SEC on June 10, 2014. 10.12 Clinical Trial Collaboration Agreement, dated July 21, 2014, by and between Advaxis, Inc. and MedImmune, LLC. Incorporated by reference to Exhibit 10.1 to Quarterly Report on Form 10-Q filed with the SEC on September 9, 2014. 10.13 5 th 10.14 Amendment No. 2 to the Advaxis, Inc. 2011 Omnibus Incentive Plan, effective July 9, 2014. Incorporated by reference to Annex A to Current Report on Schedule 14A filed with the SEC on May 20, 2014. 10.15 Amended and Restated 2011 Omnibus Incentive Plan, dated September 8, 2014. Incorporated by reference to Exhibit 10.4 to Quarterly Report on Form 10-Q filed with the SEC on September 9, 2014. 10.16 Master Services Agreement for Technical Transfer and Clinical Supply, dated February 5, 2014, by and between Advaxis, Inc. and SynCo Bio Partners B.V. Incorporated by reference to Exhibit 10.1 to Current Report to Form 8-K filed with the SEC on February 11, 2014. 10.17 Clinical Trial Collaboration and Supply Agreement by and between Advaxis, Inc. and Merck & Co. dated August 22, 2014. Incorporated by reference to Exhibit 10.101 to Annual Report on Form 10-K filed with the SEC on January 6, 2015. 10.18 Co-Development and Commercialization Agreement between Advaxis, Inc. and Especificos Stendhal SA de CV dated February 3, 2016. Incorporated by reference to Exhibit 10.1 to Quarterly Report on Form 10-Q filed with the SEC on February 26, 2016. 10.19 2015 Incentive Plan of registrant. Incorporated by reference to Annex A to DEF 14A Proxy Statement filed with the SEC on April 7, 2015. 10.20 Amendment to the Advaxis, Inc. 2015 Incentive Plan. Incorporated by reference to Exhibit B to DEF 14A Proxy Statement filed with the SEC on February 11, 2016. 10.21 Amendment to the Advaxis, Inc. 2015 Incentive Plan. Incorporated by reference to Exhibit A to DEF 14A Proxy Statement filed with the SEC on February 10, 2017. 10.22 Amendment to the Advaxis, Inc. 2015 Incentive Plan. Incorporated by reference to Exhibit A to DEF 14A Proxy Statement filed with the SEC on March 20, 2020. 10.23 Sales Agreement, dated May 8, 2020, by and between Advaxis, Inc. and A.G.P./Alliance Global Partners. Incorporated by reference to Exhibit 1.1 to the Company’s Current Report on Form 8-K filed with the SEC on May 8, 2020). 10.24 Purchase Agreement, dated July 30, 2020, by and between Advaxis, Inc. and Lincoln Park Capital Fund, LLC. Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on August 3, 2020). 10.25 Lease Agreement, dated March 25, 2021, by and between Advaxis, Inc. and Princeton Corporate Plaza, LLC. Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on March 30, 2021. 10.26 Lease Termination and Surrender Agreement, dated March 26, 2021, by and between Advaxis, Inc. and 300 CR LLC. Incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed with the SEC on March 30, 2021. 10.27 Securities Purchase Agreement dated April 12, 2021, by and among Advaxis, Inc. and the purchasers identified on the signature pages thereto. Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on April 12, 2021. 10.28 Form of Investor Agreement. Incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed with the SEC on April 12, 2021. 10.29 Amendment to the Advaxis, Inc. 2015 Incentive Plan, dated as of February 11, 2021. Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on June 4, 2021. 10.30 Employment Agreement between Advaxis, Inc. and Kenneth A. Berlin, dated April 23, 2018. Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on April 23, 2018. 10.31 Employment Agreement between Advaxis, Inc. and Andres Gutierrez, M.D., dated April 23, 2018. Incorporated by reference to Exhibit 10.33 to the Annual Report on Form 10-K/A filed with the SEC on February 26, 2021. 10.32 Termination Letter from Advaxis, Inc. to Biosight LTD., dated December 30, 2021, Incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed with the SEC on December 30, 2021. 10.33 Form of Securities Purchase Agreement between Advaxis, Inc. and the investors thereto, dated January 27, 2022, Incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed with the SEC on January 28, 2022. 10.34 Form of Registration Rights Agreement by and among Advaxis, Inc. and the investors named therein, Incorporated by reference to Exhibit 10.2 to Current Report on Form 8-K filed with the SEC on January 28, 2022. 23.1 Consent of Independent Registered Public Accounting Firm (filed herewith). 23.2 Consent of Morgan, Lewis & Bockius LLP (included in Exhibit 5.1) (to be filed by amendment). 24.1 Power of Attorney (included on signature page). 107 Filing Fee Exhibit (filed herewith). (b) Financial Statement Schedules Schedules not listed above have been omitted because the information required to be set forth therein is not applicable or is shown in the financial statements or notes thereto. The undersigned registrant hereby undertakes: (1) to file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement: (i) to include any prospectus required by Section 10(a)(3) of the Securities Act; (ii) to reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20% change in the maximum aggregate offering price set forth in the “ Calculation of Registration Fee (2) that, for the purpose of determining any liability under the Securities Act, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide (3) to remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering; (4) that, for the purpose of determining liability under the Securities Act to any purchaser: Each prospectus filed pursuant to Rule 424(b) as part of a registration statement relating to an offering, other than registration statements relying on Rule 430B or other than prospectuses filed in reliance on Rule 430A, shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. Provided however (5) that, for the purpose of determining liability of the registrant under the Securities Act to any purchaser in the initial distribution of the securities, the undersigned registrant undertakes that in a primary offering of securities of the undersigned registrant pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser: (a) any preliminary prospectus or prospectus of the undersigned registrant relating to the offering required to be filed pursuant to Rule 424; (b) any free writing prospectus relating to the offering prepared by or on behalf of the undersigned registrant or used or referred to by the undersigned registrant; (c) the portion of any other free writing prospectus relating to the offering containing material information about the undersigned registrant or its securities provided by or on behalf of an undersigned registrant; and (d) any other communication that is an offer in the offering made by the undersigned registrant to the purchaser. Insofar as indemnification for liabilities arising under the Securities Act may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue. Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Princeton, Mercer County, State of New Jersey, on May 12, 2022. Advaxis, Inc. By: /s/ Kenneth Berlin Name: Kenneth Berlin Title: President and Chief Executive Officer We, the undersigned officers and directors of Advaxis, Inc., hereby severally constitute and appoint Kenneth Berlin, true and lawful attorney-in-fact and agent, acting alone, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any or all amendments (including post-effective amendments, exhibits thereto and other documents in connection therewith) to this registration statement on Form S-1 and all documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done to comply with the provisions of the Securities Act of 1933, as amended, and all requirements of the Securities and Exchange Commission, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their, his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the dates indicated. SIGNATURE TITLE DATE /s/ Kenneth Berlin President and Chief Executive Officer Kenneth Berlin (Principal Executive Officer) May 12, 2022 /s/ Igor Gitelman Interim Chief Financial Officer, Chief Accounting Officer, VP of Finance Igor Gitelman (Principal Financial and Accounting Officer) May 12, 2022 /s/ David Sidransky David Sidransky Chairman of the Board May 12, 2022 /s/ James P. Patton James P. Patton Vice Chairman of the Board May 12, 2022 /s/ Roni A. Appel Roni A. Appel Director May 12, 2022 /s/ Richard J. Berman Richard J. Berman Director May 12, 2022 /s/ Samir N. Khleif Samir N. Khleif Director May 12, 2022 | 13. FAIR VALUE The authoritative guidance for fair value measurements defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or the most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact, and (iv) willing to transact. The guidance describes a fair value hierarchy based on the levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following: ● 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 corroborated by observable market data or 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 value of the assets or liabilities. The following table provides the assets and liabilities carried at fair value measured on a recurring basis as of October 31, 2021 and October 31, 2020: SCHEDULE OF FAIR VALUE, ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS October 31, 2021 Level 1 Level 2 Level 3 Total Cash equivalents (money market funds) $ 17,153 $ - $ - $ 17,153 Common stock warrant liability, warrants exercisable at $ 0.30 - - 27 27 Common stock warrant liability, warrants exercisable at $ 0.70 - - 4,902 4,902 Total $ 17,153 $ - $ 4,929 $ 22,082 October 31, 2020 Level 1 Level 2 Level 3 Total Cash equivalents (money market funds) $ 17,149 $ - $ - $ 17,149 Common stock warrant liability, warrants exercisable at $ 0.372 - - 17 17 Total $ 17,149 $ $ 17 $ 17,166 The following table sets forth a summary of the changes in the fair value of the Company’s warrant liabilities: SCHEDULE OF CHANGES IN FAIR VALUE OF WARRANT LIABILITIES Year Ended October 31, 2021 2020 Beginning balance $ 17 $ 19 Warrants issued 5,882 - Warrant exercises - (2 ) Change in fair value (970 ) - Ending balance $ 4,929 $ 17 |
EMPLOYEE BENEFIT PLAN
EMPLOYEE BENEFIT PLAN | 12 Months Ended |
Oct. 31, 2021 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLAN | 14. EMPLOYEE BENEFIT PLAN The Company sponsors a 401(k) Plan. Employees become eligible for participation upon the start of employment. Participants may elect to have a portion of their salary deferred and contributed to the 401(k) Plan up to the limit allowed under the Internal Revenue Code. The Company makes a matching contribution to the plan for each participant who has elected to make tax-deferred contributions for the plan year. The Company made matching contributions which amounted to approximately $ 0.1 million for each of the years ended October 31, 2021 and 2020, respectively. These amounts were charged to the consolidated statement of operations. The employer contributions vest immediately. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Oct. 31, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 15. SUBSEQUENT EVENTS On January 31, 2022, the Company closed on an offering with certain institutional investors for the private placement of 1,000,000 5,000,000 4.75 5% 0.25 The Series D preferred stock will also have a liquidation preference over the common stock, and may be redeemed by the investors, in accordance with certain terms, for a redemption price equal to 105% of the stated value, or in certain circumstances, 110% of the stated value 4.75 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||
COMMITMENTS AND CONTINGENCIES | 8. COMMITMENTS AND CONTINGENCIES Atachbarian On November 15, 2021, a purported stockholder of the Company commenced an action against the Company and certain of its directors in the U.S. District Court for the District of New Jersey, entitled Atachbarian v. Advaxis, Inc., et al., No. 3:21-cv-20006. The plaintiff alleges that the defendants breached their fiduciary duties and violated Section 14(a) and Rule 20(a) of the Securities Exchange Act of 1934 and Rule 14a-9 promulgated thereunder by allegedly failing to disclose certain matters in its Registration Statement on Form S-4 (Commission File No. 333-259065 (the “Registration Statement”) filed in connection with a proposed merger with Biosight Ltd. (the “Previously Proposed Merger”). On December 15, 2021, pursuant to an understanding reached with the plaintiff, the Company made certain other additional disclosures that mooted the demands asserted in the complaint. On December 17, 2021, the plaintiff filed a notice of voluntary dismissal with prejudice. On February 7, 2022, the Company and the plaintiff reached a settlement agreement, which is recorded in accrued expenses in the consolidated balance statement. Purported Stockholder Claims Related to Biosight Transaction Between September 16, 2021, and November 4, 2021, the Company received demand letters on behalf of six purported stockholders of the Company, alleging that the Company failed to disclose certain matters in the Registration Statement, and demanding that the Company disclose such information in a supplemental disclosure filed with the SEC. On October 14, 2021, the Company filed an amendment to the Registration Statement and on November 8, 2021, the Company made certain other additional disclosures that mooted the demands asserted in the above-referenced letters. The six plaintiffs have made a settlement demand. The Company believes it has adequately accrued for a settlement, which is recorded in accrued expenses in the consolidated balance sheet. In addition, the Company received certain additional demands from stockholders asserting that the proxy materials filed by the Company in connection with the Previously Proposed Merger contained alleged material misstatements and/or omissions in violation of federal law. In response to these demands, the Company agreed to make, and did make, certain supplemental disclosures to the proxy materials. At this time, the Company is unable to predict the likelihood of an unfavorable outcome. | 10. CONTINGENCIES Legal Proceedings Atachbarian On November 15, 2021, a purported stockholder of the Company commenced an action against the Company and certain of its directors in the U.S. District Court for the District of New Jersey, entitled Atachbarian v. Advaxis, Inc., et al., No. 3:21-cv-20006. The plaintiff alleges that the defendants breached their fiduciary duties and violated Section 14(a) and Rule 20(a) of the Securities Exchange Act of 1934 and Rule 14A-9 promulgated thereunder by allegedly failing to disclose certain matters in the Registration Statement. On December 15, 2021, pursuant to an understanding reached with the plaintiff, the Company filed a Form 8-K with the SEC in which it made certain other additional disclosures that mooted the demands asserted in the complaint. On December 17, 2021, the plaintiff filed a notice of voluntary dismissal with prejudice. On February 7, 2022, the Company reached a settlement agreement, which is recorded in general and administrative expenses in the consolidated income statement. Purported Stockholder Claims Related to Biosight Transaction Between September 16, 2021, and November 4, 2021, the Company received demand letters on behalf of six purported stockholders of the Company, alleging that the Company failed to disclose certain matters in the Registration Statement, and demanding that the Company disclose such information in a supplemental disclosure filed with the SEC. On October 14, 2021, the Company filed an Amendment to the Registration Statement and on November 8, 2021, the Company filed a Form 8-K with the SEC in which it made certain other additional disclosures that mooted the demands asserted in the above-referenced letters. The six plaintiffs have made a settlement demand. The Company believes it has adequately accrued for a settlement, which is recorded in general and administrative expenses in the consolidated income statement. In addition, the Company received certain additional demands from stockholders asserting that the proxy materials filed by the Company in connection with the Merger contained alleged material misstatements and/or omissions in violation of federal law. In response to these demands, the Company agreed to make, and did make, certain supplemental disclosures to the proxy materials. At this time, the Company is unable to predict the likelihood of an unfavorable outcome. Stendhal On September 19, 2018, Stendhal filed a Demand for Arbitration before the International Centre for Dispute Resolution (Case No. 01-18-0003-5013) relating to the Co-development and Commercialization Agreement with Especificos Stendhal SA de CV (the “Stendhal Agreement”). In the demand, Stendhal alleged that (i) the Company breached the Stendhal Agreement when it made certain statements regarding its AIM2CERV program, (ii) that Stendhal was subsequently entitled to terminate the Agreement for cause, which it did so at the time and (iii) that the Company owes Stendhal damages pursuant to the terms of the Stendhal Agreement. Stendhal is seeking to recover $ 3 0.3 3 From October 21-23, 2019, an evidentiary hearing for the arbitration was conducted. On April 1, 2020, the Arbitrator issued a final award denying Stendhal’s claim in full. The Arbitrator found that the Company had not repudiated the Agreement and did not owe Stendhal damages, fees, or interest associated with the arbitration. The Arbitrator also denied the Company’s claim that Stendhal breached its obligations to the Company. The parties were ordered to bear their own attorneys’ fees and evenly split administrative fees and expenses for the arbitration. |
TEMPORARY EQUITY
TEMPORARY EQUITY | 3 Months Ended |
Jan. 31, 2022 | |
Temporary Equity | |
TEMPORARY EQUITY | 9. TEMPORARY EQUITY Series D Convertible Preferred Stock Offering On January 31, 2022, the Company closed on an offering with certain institutional investors for the private placement of 1,000,000 5,000,000 4.75 5 4,312,000 The Company has called a special meeting of stockholders to consider an amendment (the “Amendment”) to the Company’s Amended and Restated Certificate of Incorporation, to effect a reverse stock split of the outstanding shares of common stock by a ratio to be determined by the Board of Directors of the Company within a range to be specified in the proposal put to the stockholders for approval of the Amendment. The investors have agreed in the Purchase Agreement to not transfer, offer, sell, contract to sell, hypothecate, pledge or otherwise dispose of the shares of the Series D preferred stock until the reverse stock split and to vote the shares of the Series D preferred stock purchased in the offering in a manner that “mirrors” the proportions on which the shares of common stock (excluding any shares of common stock that are not voted) are voted on the reverse stock split and the Amendment. The Amendment requires the approval of the majority of the votes associated with the Company’s outstanding stock entitled to vote on the proposal. The certificate of designation provides that the Series D preferred stock will have no voting rights, other than the right to vote as a class on certain specified matters, except that each share of Series D preferred stock will have the right to cast 30,000 The Series D preferred stock can be converted at the option of the holder at any time after the Company has received stockholder approval for a reverse stock split and filed the requisite amendment with the Delaware Secretary of State’s office to effectuate the reverse stock split, subject to beneficial ownership limitations. The Company will be permitted to compel conversion of the Series D preferred stock after the fulfillment of certain conditions and subject to certain limitations. The Series D preferred stock is convertible into shares of Common Stock at a rate of $ 0.25 The Series D preferred stock has a liquidation preference over the common stock, and may be redeemed by the investors. Each holder of the Series D preferred stock has the right to cause the Company to redeem all or part of their shares of the Series D preferred stock from the earlier of receipt of stockholder approval of the reverse stock split or 90 days following the original issue date until 120 days following the original issue date (the “Redemption Date”) in cash at a redemption price equal to 105 110 The holders of Series D preferred stock will be entitled to dividends, on an as-if converted basis, equal to dividends actually paid, if any, on shares of common stock. The $ 4.75 500,000 105 In connection with the Offering, the Company and the investors entered into a registration rights agreement, pursuant to which the Company is required to file a registration statement with the Securities and Exchange Commission to register for resale the shares that are issued upon the conversion of shares of Series D preferred stock. The registration statement will be filed with the Securities and Exchange Commission on or before the 60th calendar day following the first date on which shares are issued upon the conversion of shares of Series D preferred stock. Since the Series D preferred stock has a redemption feature at the option of the holder, it is classified as temporary equity. At the January 31, 2022 issuance date, the Series D preferred stock was recorded on the balance sheet at approximately $ 4,225 4,312,000 87,000 Preferred Stock Redemption Liability The Company evaluated the preferred stock redemption feature under ASC 815. Since the preferred stock redemption feature is not considered to be clearly and closely related to the preferred stock host and the redemption feature meets the four characteristics of a derivative under ASC 815, the preferred stock redemption feature is required to be bifurcated from the preferred stock host and valued as a liability. The Company utilized a binomial model to calculate the fair value of the preferred stock redemption feature at issuance. In measuring the preferred stock redemption liability at January 31, 2022 (issuance date), the Company used the following inputs in its binomial model: SCHEDULE OF PREFERRED STOCK REDEMPTION LIABILITY January 31, 2022 Exercise Price $ 0.25 Stock Price $ 0.136 Volatility % 105 % Risk Free Rate 1.00 % At January 31, 2022, the fair value of the preferred stock redemption liability was approximately $ 87,000 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (Policies) | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Accounting Policies [Abstract] | ||
Estimates | Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Estimates are used when accounting for such items as the fair value and recoverability of the carrying value of property and equipment and intangible assets (patents and licenses), determining the Incremental Borrowing Rate (“IBR”) for calculating Right-Of-Use (“ROU”) assets and lease liabilities, deferred expenses, deferred revenue, the fair value of options, warrants and related disclosure of contingent assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that it believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. On an ongoing basis, the Company reviews its estimates to ensure that they appropriately reflect changes in the business or as new information becomes available. Actual results may differ from these estimates. | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All significant intercompany accounts and transactions have been eliminated. | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All significant intercompany accounts and transactions have been eliminated. |
Revenue Recognition | Revenue Recognition Under ASC 606, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 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 the 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 the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract, 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. The Company enters into licensing agreements that are within the scope of ASC 606, under which it may exclusively license rights to research, develop, manufacture and commercialize its product candidates to third parties. The terms of these arrangements typically include payment to the Company of one or more of the following: non-refundable, upfront license fees; reimbursement of certain costs; customer option exercise fees; development, regulatory and commercial milestone payments; and royalties on net sales of licensed products. In determining the appropriate amount of revenue to be recognized as it fulfills its obligations under its agreements, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. As part of the accounting for these arrangements, the Company must use significant judgment to determine: (a) the number of performance obligations based on the determination under step (ii) above; (b) the transaction price under step (iii) above; and (c) the stand-alone selling price for each performance obligation identified in the contract for the allocation of transaction price in step (iv) above. The Company uses judgment to determine whether milestones or other variable consideration, except for royalties, should be included in the transaction price as described further below. The transaction price is allocated to each performance obligation on a relative stand-alone selling price basis, for which the Company recognizes revenue as or when the performance obligations under the contract are satisfied. Amounts received prior to revenue recognition are recorded as deferred revenue. Amounts expected to be recognized as revenue within the 12 months following the balance sheet date are classified as current portion of deferred revenue in the accompanying consolidated balance sheets. Amounts not expected to be recognized as revenue within the 12 months following the balance sheet date are classified as deferred revenue, net of current portion. Exclusive Licenses. Milestone Payments. | |
Collaborative Arrangements | Collaborative Arrangements The Company analyzes its collaboration arrangements to assess whether such arrangements involve joint operating activities performed by parties that are both active participants in the activities and exposed to significant risks and rewards dependent on the commercial success of such activities and therefore within the scope of ASC Topic 808, Collaborative Arrangements | |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less from the date of purchase to be cash equivalents. As of October 31, 2021 and 2020, the Company had cash equivalents of approximately $ 17.2 17.1 | |
Concentration of Credit Risk | Concentration of Credit Risk The Company maintains its cash in bank deposit accounts (checking) that at times exceed federally insured limits. Approximately $ 41.6 million is subject to credit risk at October 31, 2021. The Company has not experienced any losses in such accounts. | |
Deferred Expenses | Deferred Expenses Deferred expenses consist of advanced payments made on research and development projects. Expense is recognized in the consolidated statement of operations as the research and development activity is performed. | |
Property and Equipment | Property and Equipment Property and equipment are stated at cost. Additions and improvements that extend the lives of the assets are capitalized, while expenditures for repairs and maintenance are expensed as incurred. Leasehold improvements are amortized on a straight-line basis over the shorter of the asset’s estimated useful life or the remaining lease term. Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets ranging from three ten years When depreciable assets are retired or sold the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is recognized in operations. | |
Intangible Assets | Intangible Assets Intangible assets are recorded at cost and include patents and patent application costs, licenses and software. Intangible assets are amortized on a straight-line basis over their estimated useful lives ranging from three 20 | |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company periodically assesses the carrying value of intangible and other long-lived assets, and whenever events or changes in circumstances indicate that the carrying amount of an asset might not be recoverable. The assets are considered to be impaired if the Company determines that the carrying value may not be recoverable based upon its assessment, which includes consideration of the following events or changes in circumstances: ● the asset’s ability to continue to generate income from operations and positive cash flow in future periods; ● loss of legal ownership or title to the asset(s); ● significant changes in the Company’s strategic business objectives and utilization of the asset(s); and ● the impact of significant negative industry or economic trends. If the assets are considered to be impaired, the impairment recognized is the amount by which the carrying value of the assets exceeds the fair value of the assets. Fair value is determined by the application of discounted cash flow models to project cash flows from the assets. In addition, the Company bases estimates of the useful lives and related amortization or depreciation expense on its subjective estimate of the period the assets will generate revenue or otherwise be used by it. Assets to be disposed of are reported at the lower of the carrying amount or fair value, less selling costs. The Company also periodically reviews the lives assigned to long-lived assets to ensure that the initial estimates do not exceed any revised estimated periods from which the Company expects to realize cash flows from its assets. | |
Leases | Leases At the inception of an arrangement, the Company determines whether an arrangement is or contains a lease based on the facts and circumstances present in the arrangement. An arrangement is or contains a lease if the arrangement conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Most leases with a term greater than one year are recognized on the consolidated balance sheet as operating lease right-of-use assets and current and long-term operating lease liabilities, as applicable. The Company has elected not to recognize on the consolidated balance sheet leases with terms of 12 months or less. The Company typically only includes the initial lease term in its assessment of a lease arrangement. Options to extend a lease are not included in the Company’s assessment unless there is reasonable certainty that the Company will renew. Operating lease liabilities and their corresponding right-of-use assets are recorded based on the present value of lease payments over the expected remaining lease term. Certain adjustments to the right-of-use asset may be required for items such as prepaid or accrued rent. The interest rate implicit in the Company’s leases is typically not readily determinable. As a result, the Company utilizes its incremental borrowing rate, which reflects the fixed rate at which the Company could borrow on a collateralized basis the amount of the lease payments in the same currency, for a similar term, in a similar economic environment. | |
Net Income (Loss) per Share | Net Income (Loss) per Share Basic net income or loss per common share is computed by dividing net income or loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share give effect to dilutive options, warrants, restricted stock units and other potential common stock outstanding during the period. In the case of a net loss, the impact of the potential common stock resulting from warrants, outstanding stock options and convertible debt are not included in the computation of diluted loss per share, as the effect would be anti-dilutive. In the case of net income, the impact of the potential common stock resulting from these instruments that have intrinsic value are included in the diluted earnings per share. The table below sets forth the number of potential shares of common stock that have been excluded from diluted net loss per share: SCHEDULE OF ANTI -DILUTED SECURITIES EXCLUDED FROM DILUTED NET LOSS PER SHARE As of January 31, 2022 2021 Warrants 30,225,397 8,014,220 Series D convertible redeemable preferred stock 20,000,000 - Stock options 888,058 1,047,377 Restricted stock units - 5,556 Total 51,113,455 9,067,153 | Net Income (Loss) per Share Basic net income or loss per common share is computed by dividing net income or loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share give effect to dilutive options, warrants, restricted stock units and other potential common stock outstanding during the period. In the case of a net loss, the impact of the potential common stock resulting from warrants, outstanding stock options and convertible debt are not included in the computation of diluted loss per share, as the effect would be anti-dilutive. In the case of net income, the impact of the potential common stock resulting from these instruments that have intrinsic value are included in the diluted earnings per share. The table sets forth the number of potential shares of common stock that have been excluded from diluted net loss per share (as of October 31, 2020, 327,338 0 SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM DILUTED NET LOSS PER SHARE As of October 31, 2021 2020 Warrants 30,225,397 398,226 Stock options 893,946 1,011,768 Restricted stock units - 5,556 Total 31,119,343 1,415,550 |
Research and Development Expenses | Research and Development Expenses Research and development costs are expensed as incurred and include but are not limited to clinical trial and related manufacturing costs, payroll and personnel expenses, lab expenses, and related overhead costs. | |
Stock Based Compensation | Stock Based Compensation The Company has an equity plan which allows for the granting of stock options to its employees, directors and consultants for a fixed number of shares with an exercise price equal to the fair value of the shares at date of grant. The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. The fair value of the award is measured on the grant date and is then recognized over the requisite service period, usually the vesting period, in both research and development expenses and general and administrative expenses on the consolidated statement of operations, depending on the nature of the services provided by the employees or consultants. The process of estimating the fair value of stock-based compensation awards and recognizing stock-based compensation cost over their requisite service period involves significant assumptions and judgments. The Company estimates the fair value of stock option awards on the date of grant using the Black Scholes Model for the remaining awards, which requires that the Company makes certain assumptions regarding: (i) the expected volatility in the market price of its common stock; (ii) dividend yield; (iii) risk-free interest rates; and (iv) the period of time employees are expected to hold the award prior to exercise (referred to as the expected holding period). As a result, if the Company revises its assumptions and estimates, stock-based compensation expense could change materially for future grants. The Company accounts for stock-based compensation using fair value recognition and records forfeitures as they occur. As such, the Company recognizes stock-based compensation cost only for those stock-based awards that vest over their requisite service period, based on the vesting provisions of the individual grants. | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying value of financial instruments, including cash and cash equivalents and accounts payable, approximated fair value as of the balance sheet date presented, due to their short maturities. | |
Derivative Financial Instruments | Derivative Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risks. The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For share-based derivative financial instruments, the Company used the Monte Carlo simulation model, the Black Scholes model and a binomial model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the consolidated balance sheet as current or non-current based on whether or not net-cash settlement of the instrument could be required within 12 months after the balance sheet date. | Derivative Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risks. The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For stock-based derivative financial instruments, the Company used the Monte Carlo simulation model and the Black Scholes model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the consolidated balance sheet as current or non-current based on whether or not net-cash settlement of the instrument could be required within 12 months of the balance sheet date. |
Sequencing Policy | Sequencing Policy The Company adopted a sequencing policy under ASC 815-40-35, if reclassification of contracts from equity to liabilities is necessary pursuant to ASC 815 due to the Company’s inability to demonstrate it has sufficient authorized shares. This was due to the Company committing more shares than authorized. Certain instruments are classified as liabilities, after allocating available authorized shares on the basis of the most recent grant date of potentially dilutive instruments. Pursuant to ASC 815, issuances of securities granted as compensation in a share-based payment arrangement are not subject to the sequencing policy. | |
Income Taxes | Income Taxes The Company uses the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” | |
Recent Accounting Standards | Recent Accounting Standards In December 2019, the FASB issued ASU 2019-12, Simplification of Income Taxes (Topic 740) Income Taxes (“ASU 2019-12”). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify U.S. GAAP for other areas of Topic 740 by clarifying and amending existing guidance. ASU 2019-12 is effective for public companies for annual periods beginning after December 15, 2020, including interim periods within those fiscal years. The Company adopted this standard effective November 1, 2021 and it is not material to the financial results of the Company. In August 2020, the FASB issued ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain convertible instruments, amends guidance on derivative scope exceptions for contracts in an entity’s own equity, and modifies the guidance on diluted earnings per share (“EPS”) calculations as a result of these changes. The standard will be effective for the Company for fiscal years beginning after December 15, 2023 and can be applied on either a fully retrospective or modified retrospective basis. Early adoption is permitted for fiscal years beginning after December 15, 2020. The Company adopted this standard effective November 1, 2021 and it is not material to the financial results of the Company. Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material impact on the accompanying condensed consolidated financial statements. | Recent Accounting Standards In December 2019, the FASB issued ASU 2019-12, Simplification of Income Taxes (Topic 740) Income Taxes (“ASU 2019-12”). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify U.S. GAAP for other areas of Topic 740 by clarifying and amending existing guidance. ASU 2019-12 is effective for public companies for annual periods beginning after December 15, 2020, including interim periods within those fiscal years. The standard will apply as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted and is not material to the financial results of the Company. In August 2020, the FASB issued ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain convertible instruments, amends guidance on derivative scope exceptions for contracts in an entity’s own equity, and modifies the guidance on diluted earnings per share (“EPS”) calculations as a result of these changes. The standard will be effective for the Company for fiscal years beginning after December 15, 2023 and can be applied on either a fully retrospective or modified retrospective basis. Early adoption is permitted for fiscal years beginning after December 15, 2020. We are currently evaluating the impact of this standard on our consolidated financial statements. Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material impact on the accompanying consolidated financial statements. |
Basis of Presentation/Estimates | Basis of Presentation/Estimates The accompanying unaudited interim condensed consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) with respect to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements and the accompanying unaudited interim condensed consolidated balance sheet as of January 31, 2022 has been derived from the Company’s October 31, 2021 audited financial statements. In the opinion of management, the unaudited interim condensed consolidated financial statements furnished include all adjustments (consisting of normal recurring accruals) necessary for a fair statement of the results for the interim periods presented. Operating results for interim periods are not necessarily indicative of the results to be expected for the full year. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses, and the related disclosures at the date of the financial statements and during the reporting period. Significant estimates include the timelines associated with revenue recognition on upfront payments received, fair value and recoverability of the carrying value of property and equipment and intangible assets, fair value of warrant liability, grant date fair value of options, deferred tax assets and any related valuation allowance and related disclosure of contingent assets and liabilities. On an on-going basis, the Company evaluates its estimates, based on historical experience and on various other assumptions that it believes to be reasonable under the circumstances. Actual results could materially differ from these estimates. These unaudited interim condensed consolidated financial statements should be read in conjunction with the financial statements of the Company as of and for the fiscal year ended October 31, 2021 and notes thereto contained in the Company’s 2021 Annual Report on Form 10-K, as filed with the SEC on February 14, 2022. | |
Restricted Cash | Restricted Cash On January 31, 2022, the Company transferred $ 5,250 | |
Convertible Preferred Stock | Convertible Preferred Stock Preferred shares subject to mandatory redemption are classified as liability instruments and are measured at fair value. The Company classifies conditionally redeemable preferred shares, which includes preferred shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control, as temporary equity (“mezzanine”) until such time as the conditions are removed or lapse. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (Tables) | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Accounting Policies [Abstract] | ||
SCHEDULE OF ANTI -DILUTED SECURITIES EXCLUDED FROM DILUTED NET LOSS PER SHARE | SCHEDULE OF ANTI -DILUTED SECURITIES EXCLUDED FROM DILUTED NET LOSS PER SHARE As of January 31, 2022 2021 Warrants 30,225,397 8,014,220 Series D convertible redeemable preferred stock 20,000,000 - Stock options 888,058 1,047,377 Restricted stock units - 5,556 Total 51,113,455 9,067,153 | SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM DILUTED NET LOSS PER SHARE As of October 31, 2021 2020 Warrants 30,225,397 398,226 Stock options 893,946 1,011,768 Restricted stock units - 5,556 Total 31,119,343 1,415,550 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
SCHEDULE OF PROPERTY AND EQUIPMENT | Property and equipment, net consisted of the following (in thousands): SCHEDULE OF PROPERTY AND EQUIPMENT January 31, 2022 October 31, 2021 Laboratory equipment $ 179 $ 179 Computer equipment 241 241 Total property and equipment 420 420 Accumulated depreciation and amortization (320 ) (302 ) Net property and equipment $ 100 $ 118 | Property and equipment consist of the following (in thousands): SCHEDULE OF PROPERTY AND EQUIPMENT 2021 2020 October 31, 2021 2020 Leasehold improvements $ - $ 2,335 Laboratory equipment 179 1,218 Furniture and fixtures - 744 Computer equipment 241 409 Construction in progress - 19 Total property and equipment 420 4,725 Accumulated depreciation and amortization (302 ) (2,332 ) Net property and equipment $ 118 $ 2,393 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
SUMMARY OF INTANGIBLE ASSETS | Intangible assets, net consisted of the following (in thousands): SUMMARY OF INTANGIBLE ASSETS January 31, 2022 October 31, 2021 Patents $ 4,769 $ 4,836 Licenses 777 777 Software 98 98 Total intangibles 5,644 5,711 Accumulated amortization (2,406 ) (2,357 ) Intangible assets $ 3,238 $ 3,354 | Intangible assets consist of the following (in thousands): SUMMARY OF INTANGIBLE ASSETS 2021 2020 October 31, 2021 2020 Patents $ 4,836 $ 4,479 License 777 777 Software 98 117 Total intangibles 5,711 5,373 Accumulated amortization (2,357 ) (2,112 ) Net intangible assets $ 3,354 $ 3,261 |
SCHEDULE OF CARRYING VALUE OF INTANGIBLE ASSETS | As of January 31, 2022, the estimated amortization expense by fiscal year based on the current carrying value of intangible assets is as follows (in thousands): SCHEDULE OF CARRYING VALUE OF INTANGIBLE ASSETS Fiscal year ending 2022 (Remaining) $ 211 2023 282 2024 282 2025 282 2026 282 Thereafter 1,899 Total $ 3,238 | At October 31, 2021, the estimated amortization expense by fiscal year based on the current carrying value of intangible assets is as follows (in thousands): SCHEDULE OF CARRYING VALUE OF INTANGIBLE ASSETS 1 2022 $ 277 2023 277 2024 277 2025 277 2026 277 Thereafter 1,969 Total $ 3,354 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Payables and Accruals [Abstract] | ||
SUMMARY OF ACCRUED EXPENSES | The following table summarizes accrued expenses included in the condensed consolidated balance sheets (in thousands): SUMMARY OF ACCRUED EXPENSES January 31, 2022 October 31, 2021 Salaries and other compensation $ 170 $ 55 Vendors 1,524 1,968 Professional fees 237 613 Other 200 200 Total accrued expenses $ 2,131 $ 2,836 | The following table represents the major components of accrued expenses (in thousands): SUMMARY OF ACCRUED EXPENSES 2021 2020 October 31, 2021 2020 Salaries and other compensation $ 55 $ 737 Vendors 2,168 671 Professional fees 613 329 Total accrued expenses $ 2,836 $ 1,737 |
STOCKHOLDERS_ EQUITY (Tables)
STOCKHOLDERS’ EQUITY (Tables) | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Equity [Abstract] | ||
SUMMARY OF STOCKHOLDERS EQUITY | A summary of the changes in stockholders’ equity for the three months ended January 31, 2022 and 2021 is presented below (in thousands, except share data): SUMMARY OF STOCKHOLDERS EQUITY Shares Amount Shares Amount Capital Deficit Equity Preferred Stock Common Stock Additional Paid-In Accumulated Total Shareholders’ Shares Amount Shares Amount Capital Deficit Equity Balance at November 1, 2020 $ 78,074,023 $ 78 $ 440,840 $ (410,738 ) $ 30,180 Beginning balance, value $ 78,074,023 $ 78 $ 440,840 $ (410,738 ) $ 30,180 Stock-based compensation - - - - 236 - 236 Advaxis public offerings, net of offering costs - - 30,666,665 31 8,519 - 8,550 Warrant exercises - - 7,390,000 7 2,579 - 2,586 Net Loss - - - - - (3,977 ) (3,977 ) Balance at January 31, 2021 - $ - 116,130,688 $ 116 $ 452,174 $ (414,715 ) $ 37,575 Ending balance , value - $ - 116,130,688 $ 116 $ 452,174 $ (414,715 ) $ 37,575 Preferred Stock Common Stock Additional Accumulated Total Shares Amount Shares Amount Capital Deficit Equity Balance at November 1, 2021 $ 145,638,459 $ 146 $ 467,342 $ (428,600 ) $ 38,888 Beginning balance, value $ 145,638,459 $ 146 $ 467,342 $ (428,600 ) $ 38,888 Stock-based compensation - - - - 26 - 26 Net Loss - - - - - (365 ) (365 ) Balance at January 31, 2022 - $ - 145,638,459 $ 146 $ 467,368 $ (428,965 ) $ 38,549 Ending balance, value - $ - 145,638,459 $ 146 $ 467,368 $ (428,965 ) $ 38,549 | SUMMARY OF STOCKHOLDERS EQUITY |
COMMON STOCK PURCHASE WARRANT_2
COMMON STOCK PURCHASE WARRANTS AND WARRANT LIABILITY (Tables) | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Subsidiary, Sale of Stock [Line Items] | ||
COMMON STOCK PURCHASE WARRANTS AND WARRANT LIABILITY | COMMON STOCK PURCHASE WARRANTS AND WARRANT LIABILITY Exercise Number of Shares Expiration Date Type of Financing $ 281.25 25 N/A Other warrants $ 0.25 70,297 July 2024 September 2018 Public Offering $ 2.80 327,338 September 2024 July 2019 Public Offering $ 0.35 4,578,400 November 2025 November 2020 Public Offering $ 0.70 11,244,135 April 2026 April 2021 Registered Direct Offering (Accompanying Warrants) $ 0.70 14,005,202 5 years after the date such warrants become exercisable, if ever April 2021 Private Placement (Private Placement Warrants) Grand Total 30,225,397 | COMMON STOCK PURCHASE WARRANTS AND WARRANT LIABILITY Exercise Number of Shares Underlying Warrants Expiration Date Summary of Warrants $ 281.25 25 N/A Other Warrants $ 2.80 * 327,338 July 2024 July 2019 Public Offering $ 0.30 70,297 September 2024 September 2018 Public Offering $ 0.35 4,578,400 November 2025 November 2020 Public Offering $ 0.70 11,244,135 April 2026 April 2021 Registered Direct Offering (Accompanying Warrants) $ 0.70 14,005,202 5 years after the date such warrants become exercisable, if ever April 2021 Private Placement (Private Placement Warrants Grand Total 30,225,997 * During the year ended October 31, 2021, the cashless exercise provision of these warrants expired and the exercise price adjusted to $ 2.80 As of October 31, 2020, there were outstanding warrants to purchase 398,226 0 281.25 Exercise Number of Shares Underlying Warrants Expiration Date Summary of Warrants $ 281.25 25 N/A Other Warrants $ - 327,338 July 2024 July 2019 Public Offering $ 0.372 70,863 September 2024 September 2018 Public Offering Grand Total 398,226 |
SCHEDULE OF WARRANTS ACTIVITY | A summary of warrant activity was as follows (In thousands, except share and per share data): SCHEDULE OF WARRANTS ACTIVITY Shares Weighted Weighted Aggregate Outstanding and exercisable warrants at October 31, 2019 432,142 $ 0.08 4.76 $ 114,069 Issued 5,000,000 1.25 - Exercised * (33,916 ) 0.02 Exchanged (5,000,000 ) 1.25 Outstanding and exercisable warrants at October 31, 2020 398,226 $ 0.08 3.76 $ 110,640 Issued 48,254,606 0.48 - Exercised (18,427,435 ) 0.20 Outstanding and exercisable warrants at October 31, 2021 30,225,397 $ 0.67 4.63 $ 631,089 * Includes the cashless exercise of 32,500 32,500 | |
SCHEDULE OF ASSUMPTIONS USED IN WARRANT LIABILITY | In measuring the warrant liability for the September 2018 Public Offering warrants at January 31, 2022 and October 31, 2021, the Company used the following inputs in its Monte Carlo simulation model: SCHEDULE OF ASSUMPTIONS USED IN WARRANT LIABILITY January 31, 2022 October 31, 2021 Exercise Price $ 0.25 $ 0.30 Stock Price $ 0.136 $ 0.485 Expected Term 2.61 2.87 Volatility % 118 % 123 % Risk Free Rate 1.29 % 0.77 % | In measuring the warrant liability for the September 2018 Public Offering warrants at October 31, 2021 and October 31, 2020, the Company used the following inputs in its Monte Carlo simulation model: SCHEDULE OF ASSUMPTIONS USED IN WARRANT LIABILITY October 31, 2021 October 31, 2020 Exercise Price $ 0.30 $ 0.37 Stock Price $ 0.485 $ 0.34 Expected Term 2.87 3.87 Volatility % 123 % 106 % Risk Free Rate 0.77 % 0.29 % |
Private Placement [Member] | ||
Subsidiary, Sale of Stock [Line Items] | ||
SCHEDULE OF ASSUMPTIONS USED IN WARRANT LIABILITY | In measuring the warrant liability for the warrants issued in the April 2021 Private Placement at January 31, 2022 and October 31, 2021, the Company used the following inputs in its Black Scholes model: SCHEDULE OF ASSUMPTIONS USED IN WARRANT LIABILITY January 31, 2022 October 31, 2021 Exercise Price $ 0.70 $ 0.70 Stock Price $ 0.136 $ 0.485 Expected Term 5 5 Volatility % 108 % 106 % Risk Free Rate 1.62 % 1.18 % | In measuring the warrant liability for the warrants issued in the April 2021 Private Placement at October 31, 2021 and April 14, 2021 (issuance date), the Company used the following inputs in its Black Scholes model: SCHEDULE OF ASSUMPTIONS USED IN WARRANT LIABILITY October 31, 2021 April 14, 2021 Exercise Price $ 0.70 $ 0.70 Stock Price $ 0.485 $ 0.57 Expected Term 5 5 Volatility % 106 % 106 % Risk Free Rate 1.18 % 0.85 % |
SHARE BASED COMPENSATION (Table
SHARE BASED COMPENSATION (Tables) | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Share-Based Payment Arrangement [Abstract] | ||
SUMMARY OF SHARE BASED COMPENSATION EXPENSE | The following table summarizes share-based compensation expense included in the condensed consolidated statements of operations (in thousands): SUMMARY OF SHARE BASED COMPENSATION EXPENSE Three Months Ended January 31, 2022 2021 Research and development $ 13 $ 57 General and administrative 13 179 Total $ 26 $ 236 | The following table summarizes share-based compensation expense included in the consolidated statement of operations by expense category for the years ended October 31, 2021 and 2020 (in thousands): SUMMARY OF SHARE BASED COMPENSATION EXPENSE Year Ended October 31, 2021 2020 Research and development $ 164 $ 308 General and administrative 402 583 Total $ 566 $ 891 |
SUMMARY OF RSU ACTIVITY AND RELATED INFORMATION | A summary of the Company’s RSU activity and related information for the fiscal year ended October 31, 2021 and 2020 is as follows: SUMMARY OF RSU ACTIVITY AND RELATED INFORMATION Number of Weighted-Average Balance at October 31, 2019 14,706 $ 47.62 Vested (8,870 ) 60.59 Cancelled (280 ) 98.80 Balance at October 31, 2020 5,556 $ 24.32 Vested (5,555 ) 24.30 Cancelled (1 ) 125.25 Balance at October 31, 2021 - $ - | |
SUMMARY OF CHANGES IN STOCK OPTION PLAN | A summary of changes in the stock option plan for the three months ended January 31, 2022 is as follows: SUMMARY OF CHANGES IN STOCK OPTION PLAN Shares Weighted Weighted Aggregate Outstanding as of October 31, 2021 893,946 $ 19.32 7.80 $ 27 Cancelled or expired (5,888 ) 277.50 Outstanding as of January 31, 2022 888,058 $ 17.61 7.55 $ - Vested and exercisable at January 31, 2022 484,641 $ 31.80 6.89 $ - | A summary of changes in the stock option plan for the years ended October 31, 2021 and 2020 is as follows (in thousands, except share and per share data): SUMMARY OF CHANGES IN STOCK OPTION PLAN Shares Weighted Weighted Aggregate Outstanding as of October 31, 2019 560,490 $ 71.56 7.34 $ 1 Granted 645,000 0.61 Cancelled or expired (193,722 ) 34.47 Outstanding as of October 31, 2020 1,011,768 $ 33.43 8.04 $ 4 Granted 50,000 0.39 Exercised (333 ) 0.30 Cancelled or expired (167,489 ) 98.93 Outstanding as of October 31, 2021 893,946 $ 19.32 7.8 $ 27 Vested and exercisable at October 31, 2021 456,506 $ 37.03 6.98 $ 15 |
SUMMARY OF OUTSTANDING AND EXERCISABLE OPTIONS | The following table summarizes information about the outstanding and exercisable options at January 31, 2022: SUMMARY OF OUTSTANDING AND EXERCISABLE OPTIONS Options Outstanding Options Exercisable Weighted Weighted Weighted Weighted Average Average Average Average Exercise Number Remaining Exercise Number Remaining Exercise Price Range Outstanding Contractual Price Exercisable Contractual Price $ .30 1.00 672,500 8.29 $ 0.54 270,000 8.20 $ 0.50 $ 1.01 10.00 55,379 6.80 $ 7.47 54,462 6.79 $ 7.56 $ 10.01 100.00 90,432 5.97 $ 29.02 90,432 5.97 $ 29.02 $ 100.01 258.30 69,747 3.07 $ 175.51 69,747 3.07 $ 175.51 | The following table summarizes information about the outstanding and exercisable stock options at October 31, 2021: SUMMARY OF OUTSTANDING AND EXERCISABLE OPTIONS Options Outstanding Options Exercisable Weighted Weighted Weighted Weighted Average Average Average Average Exercise Number Remaining Exercise Intrinsic Number Remaining Exercise Intrinsic Price Range Outstanding Contractual Price Value Exercisable Contractual Price Value $ .30 10.00 727,879 8.43 $ 1.06 $ 27 290,439 8.23 $ 1.40 $ 15 $ 10.01 100.00 90,432 6.22 $ 29.02 $ - 90,432 6.22 $ 29.02 $ - $ 100.01 200.00 50,938 3.47 $ 162.17 $ - 50,938 3.47 $ 162.17 $ - $ 200.01 277.5 24,697 2.22 $ 227.35 $ - 24,697 2.22 $ 227.35 $ - |
SUMMARY OF FAIR VALUE OF STOCK OPTIONS GRANTED OF BSM | The following table provides the weighted average fair value of stock options granted to directors and employees and the related assumptions used in the Black-Scholes model: SUMMARY OF FAIR VALUE OF STOCK OPTIONS GRANTED OF BSM Year Ended October 31, 2021 October 31, 2020 Expected term 6 5.50 6.50 Expected volatility 103.27 % 100.27 105.21 % Expected dividends 0 % 0 % Risk free interest rate 0.53 % 0.36 0.62 % |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Leases | ||
SCHEDULE OF SUPPLEMENTAL BALANCE SHEET RELATED TO LEASES | Supplemental balance sheet information related to leases as of October 31 was as follows (in thousands): SCHEDULE OF SUPPLEMENTAL BALANCE SHEET RELATED TO LEASES October 31, 2021 October 31, 2020 Operating leases: Operating lease right-of-use assets $ 40 $ 4,839 Operating lease liability $ 28 $ 962 Operating lease liability, net of current portion 12 5,055 Total operating lease liabilities $ 40 $ 6,017 | |
SCHEDULE OF LEASE EXPENSES | Supplemental lease expense related to leases was as follows (in thousands): SCHEDULE OF LEASE EXPENSES Lease Cost (in thousands) Statements of Operations Classification For the Three For the Three Operating lease cost General and administrative 7 290 Variable lease cost General and administrative $ 9 437 Total lease expense $ 16 727 | Supplemental lease expense related to leases was as follows (in thousands): SCHEDULE OF LEASE EXPENSES Lease Cost (in thousands) Statements of Operations Classification For the Fiscal For the Fiscal Operating lease cost General and administrative $ 1,302 $ 1,158 Short-term lease cost General and administrative 14 320 Variable lease cost General and administrative 180 547 Total lease expense $ 1,496 $ 2,025 |
SCHEDULE OF OTHER INFORMATION RELATED TO LEASES | Other information related to leases where the Company is the lessee is as follows: SCHEDULE OF OTHER INFORMATION RELATED TO LEASES January 31, 2022 October 31, 2021 Weighted-average remaining lease term 1.2 1.4 Weighted-average discount rate 3.79 % 3.79 % | Other information related to leases where the Company is the lessee is as follows: SCHEDULE OF OTHER INFORMATION RELATED TO LEASES October 31, 2021 October 31, 2020 Weighted-average remaining lease term 1.4 5.1 Weighted-average discount rate 3.79 % 6.5 % |
SCHEDULE OF CASH FLOW INFORMATION RELATED TO LEASES | Supplemental cash flow information related to operating leases was as follows: SCHEDULE OF CASH FLOW INFORMATION RELATED TO LEASES For the Three For the Three Cash paid for operating lease liabilities $ 7 $ 324 | Supplemental cash flow information related to operating leases was as follows: SCHEDULE OF CASH FLOW INFORMATION RELATED TO LEASES For the Fiscal For the Fiscal Cash paid for operating lease liabilities $ 547 $ 1,233 |
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER NON-CANCELLABLE LEASES | Future minimum lease payments under non-cancellable leases as of January 31, 2022 were as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER NON-CANCELLABLE LEASES Fiscal Year ending October 31, 2022 (Remaining) $ 22 2023 13 Total minimum lease payments 35 Less: Imputed interest (1 ) Total $ 34 | Future minimum lease payments under non-cancellable leases as of October 31, 2021 were as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER NON-CANCELLABLE LEASES Fiscal Year ending October 31, 2022 $ 29 2023 12 Total minimum lease payments 41 Less: Imputed interest (1 ) Total $ 40 |
SCHEDULE OF SUPPLEMENTAL BALANCE SHEET RELATED TO LEASES | Supplemental balance sheet information related to leases was as follows (in thousands): SCHEDULE OF SUPPLEMENTAL BALANCE SHEET RELATED TO LEASES January 31, 2022 October 31, 2021 Operating leases: Operating lease right-of-use assets $ 33 $ 40 Operating lease liability $ 29 $ 28 Operating lease liability, net of current portion 5 12 Total operating lease liabilities $ 34 $ 40 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Oct. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF INCOME TAX PROVISION (BENEFIT) | The income tax provision (benefit) consists of the following (in thousands): SCHEDULE OF INCOME TAX PROVISION (BENEFIT) October 31, 2021 October 31, 2020 Federal Current $ - $ - Deferred 141 (4,578 ) State and Local Current - - Deferred 131 (1,445 ) Foreign Current 50 50 Deferred - - Change in valuation allowance (272 ) (6,023 ) Income tax provision (benefit) $ 50 $ 50 |
SCHEDULE OF DEFERRED TAX ASSETS (LIABILITIES) | The Company’s deferred tax assets (liabilities) consisted of the effects of temporary differences attributable to the following (in thousands): SCHEDULE OF DEFERRED TAX ASSETS (LIABILITIES) Years Ended October 31, 2021 October 31, 2020 Deferred Tax Assets Net operating loss carryovers $ 32,971 $ 28,553 Stock-based compensation 4,566 10,132 Research and development credits 11,371 10,742 Capitalized R&D costs 14,536 13,822 Adoption of ASC 842 – Lease Liability 11 1,691 Other deferred tax assets 92 224 Total deferred tax assets $ 63,547 $ 65,164 Valuation allowance (62,573 ) (62,845 ) Deferred tax asset, net of valuation allowance $ 974 $ 2,319 Deferred Tax Liabilities Adoption of ASC 842 – ROU Asset (11 ) (1,360 ) Patent cost (943 ) (917 ) Other deferred tax liabilities (20 ) (42 ) Total deferred tax liabilities $ (974 ) $ (2,319 ) Net deferred tax asset (liability) $ - $ - |
SCHEDULE OF EXPECTED TAX (EXPENSE) BENEFIT BASED ON STATUTORY RATE WITH ACTUAL TAX EXPENSE BENEFIT | The expected tax (expense) benefit based on the statutory rate is reconciled with actual tax expense benefit as follows: SCHEDULE OF EXPECTED TAX (EXPENSE) BENEFIT BASED ON STATUTORY RATE WITH ACTUAL TAX EXPENSE BENEFIT 2021 Years Ended October 31, 2021 October 31, 2020 US Federal statutory rate 21.00 % 21.00 % State income tax, net of federal benefit (0.73 ) 5.48 Merger costs (1.68 ) 0.00 Other permanent differences (0.02 ) (0.05 ) Research and development credits 3.09 1.73 Warrant Liability 1.14 0.00 Foreign taxes (0.28 ) (0.19 ) Change in valuation allowance 1.52 (22.82 ) Stock option expirations (24.32 ) (5.33 ) Income tax (provision) benefit (0.28 )% (0.19 )% |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 3 Months Ended | 12 Months Ended |
Jan. 31, 2022 | Oct. 31, 2021 | |
Fair Value Disclosures [Abstract] | ||
SCHEDULE OF FAIR VALUE, ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS | The following table provides the assets and liabilities carried at fair value measured on a recurring basis as of January 31, 2022 and October 31, 2021 (in thousands): SCHEDULE OF FAIR VALUE, ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS Level 1 Level 2 Level 3 Total Fair value measured at January 31, 2022 Level 1 Level 2 Level 3 Total Financial assets at fair value: Cash equivalents (money market funds) $ 17,154 $ - $ - $ 17,154 Total Financial Assets at Fair Value $ 17,154 $ - $ - $ 17,154 Financial liabilities at fair value: Preferred stock redemption liability $ - $ - $ 87 $ 87 Common stock warrant liability, warrants exercisable at $ 0.25 - - 7 7 Common stock warrant liability, warrants exercisable at $ 0.70 - - 1,120 1,120 Total financial liabilities at fair value $ - $ - $ 1,214 $ 1,214 Level 1 Level 2 Level 3 Total Fair value measured at October 31, 2021 Level 1 Level 2 Level 3 Total Financial assets at fair value: Cash equivalents (money market funds) $ 17,153 $ - $ - $ 17,153 Total Financial Assets at Fair Value $ 17,153 $ - $ - $ 17,153 Financial liabilities at fair value: Common stock warrant liability, warrants exercisable at $ 0.30 $ - $ - $ 27 $ 27 Common stock warrant liability, warrants exercisable at $ 0.70 - - 4,902 4,902 Total financial liabilities at fair value $ - $ - $ 4,929 $ 4,929 | The following table provides the assets and liabilities carried at fair value measured on a recurring basis as of October 31, 2021 and October 31, 2020: SCHEDULE OF FAIR VALUE, ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS October 31, 2021 Level 1 Level 2 Level 3 Total Cash equivalents (money market funds) $ 17,153 $ - $ - $ 17,153 Common stock warrant liability, warrants exercisable at $ 0.30 - - 27 27 Common stock warrant liability, warrants exercisable at $ 0.70 - - 4,902 4,902 Total $ 17,153 $ - $ 4,929 $ 22,082 October 31, 2020 Level 1 Level 2 Level 3 Total Cash equivalents (money market funds) $ 17,149 $ - $ - $ 17,149 Common stock warrant liability, warrants exercisable at $ 0.372 - - 17 17 Total $ 17,149 $ $ 17 $ 17,166 |
SCHEDULE OF CHANGES IN FAIR VALUE OF WARRANT LIABILITIES | The following table sets forth a summary of the changes in the fair value of the Company’s warrant liabilities: SCHEDULE OF CHANGES IN FAIR VALUE OF WARRANT LIABILITIES Year Ended October 31, 2021 2020 Beginning balance $ 17 $ 19 Warrants issued 5,882 - Warrant exercises - (2 ) Change in fair value (970 ) - Ending balance $ 4,929 $ 17 | |
SCHEDULE OF FAIR VALUE MEASURING UNOBSERVABLE INPUTS | The following table presents changes in Level 3 liabilities measured at fair value (in thousands) for the three months ended January 31, 2022. Unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. SCHEDULE OF FAIR VALUE MEASURING UNOBSERVABLE INPUTS Preferred Stock Redemption Liability Warrant Liabilities Total Fair value at October 31, 2021 $ $ 4,929 $ 4,929 Additions 87 - 87 Change in fair value - (3,802 ) (3,802 ) Fair value at January 31, 2022 $ 87 $ 1,127 $ 1,214 |
TEMPORARY EQUITY (Tables)
TEMPORARY EQUITY (Tables) | 3 Months Ended |
Jan. 31, 2022 | |
Temporary Equity | |
SCHEDULE OF PREFERRED STOCK REDEMPTION LIABILITY | In measuring the preferred stock redemption liability at January 31, 2022 (issuance date), the Company used the following inputs in its binomial model: SCHEDULE OF PREFERRED STOCK REDEMPTION LIABILITY January 31, 2022 Exercise Price $ 0.25 Stock Price $ 0.136 Volatility % 105 % Risk Free Rate 1.00 % |
NATURE OF OPERATIONS (Details N
NATURE OF OPERATIONS (Details Narrative) - USD ($) $ in Thousands | Apr. 30, 2021 | Nov. 27, 2020 | Nov. 24, 2020 | Mar. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | Jul. 04, 2021 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Cash and cash equivalents, at carrying value | $ 36,480 | $ 33,318 | $ 25,178 | $ 41,614 | $ 25,178 | ||||||
Proceeds from warrant exercises | $ 2,586 | $ 3,771 | |||||||||
Number of warrants to purchase common stock | 30,225,397 | 398,226 | 30,225,397 | 398,226 | |||||||
Proceeds from sale of common shares | $ 886,048 | $ 2,489,104 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 333 | ||||||||||
IPO [Member] | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Number of shares issued | 26,666,666 | ||||||||||
Proceeds from sale of common shares | $ 10,500 | ||||||||||
November 2020 Offering [Member] | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Number of warrants to purchase common stock | 13,333,333 | ||||||||||
Proceeds from sale of common shares | $ 9,200 | ||||||||||
Underwriters [Member] | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 3,999,999 | ||||||||||
Warrant exercises shares | 1,999,999 | ||||||||||
Merger Agreement [Member] | Biosight Ltd and Advaxis Ltd [Member] | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Percentage of outstanding shares | 25.00% | ||||||||||
Merger Agreement [Member] | Biosight Ltd [Member] | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Percentage of outstanding shares | 75.00% | ||||||||||
Definitive Agreements [Member] | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Number of warrants to purchase common stock | 11,244,135 | ||||||||||
Definitive Agreements [Member] | April 2021 Offering [Member] | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Number of warrants to purchase common stock | 14,005,202 | ||||||||||
Proceeds from sale of common shares | $ 20,000 | ||||||||||
Definitive Agreements [Member] | Investor [Member] | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Number of shares issued | 17,577,400 | ||||||||||
Pre-funded warrants to purchase common shares | 7,671,937 | ||||||||||
Number of warrants to purchase common stock | 7,671,937 |
SCHEDULE OF ANTI-DILUTIVE SECUR
SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM DILUTED NET LOSS PER SHARE (Details) - shares | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 51,113,455 | 9,067,153 | 31,119,343 | 1,415,550 |
Warrant [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 30,225,397 | 8,014,220 | 30,225,397 | 398,226 |
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 888,058 | 1,047,377 | 893,946 | 1,011,768 |
Restricted Stock Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 5,556 | 5,556 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | |
Property, Plant and Equipment [Line Items] | ||||
Cash equivalent | $ 17,200 | $ 17,100 | ||
Concentration of credit risk amount | $ 41,600 | |||
Number of securities included in computation of basic earnings per share | 51,113,455 | 9,067,153 | 31,119,343 | 1,415,550 |
Exercise price | $ 0 | |||
Restricted cash | $ 5,250 | |||
Series D Preferred Stock Redemption [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Restricted cash | $ 5,250 | |||
Warrant [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Number of securities included in computation of basic earnings per share | 327,338 | |||
Minimum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated useful lives of property and equipment | 3 years | |||
Estimated useful life of intangible assets | 3 years | |||
Maximum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated useful lives of property and equipment | 10 years | |||
Estimated useful life of intangible assets | 20 years |
SCHEDULE OF PROPERTY AND EQUIPM
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Jan. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 |
Property, Plant and Equipment [Abstract] | |||
Leasehold improvements | $ 2,335 | ||
Laboratory equipment | $ 179 | 179 | 1,218 |
Furniture and fixtures | 744 | ||
Computer equipment | 241 | 241 | 409 |
Construction in progress | 19 | ||
Total property and equipment | 420 | 420 | 4,725 |
Accumulated depreciation and amortization | (320) | (302) | (2,332) |
Net property and equipment | $ 100 | $ 118 | $ 2,393 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | |
Impaired Assets to be Disposed of by Method Other than Sale [Line Items] | ||||
Depreciation expense | $ 18,000 | $ 192,000 | $ 387,000 | $ 897,000 |
Loss on disposal of equipment | $ 12,000 | 1,439,000 | ||
Laboratory Equipment [Member] | ||||
Impaired Assets to be Disposed of by Method Other than Sale [Line Items] | ||||
Impairment loss on idle laboratory equipment | 0 | $ 1,100,000 | ||
Research and Development Expense [Member] | ||||
Impaired Assets to be Disposed of by Method Other than Sale [Line Items] | ||||
Loss on disposal of equipment | 900,000 | |||
General and Administrative Expense [Member] | ||||
Impaired Assets to be Disposed of by Method Other than Sale [Line Items] | ||||
Loss on disposal of equipment | $ 500,000 |
SUMMARY OF INTANGIBLE ASSETS (D
SUMMARY OF INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | Jan. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Patents | $ 4,769 | $ 4,836 | $ 4,479 |
Licenses | 777 | 777 | 777 |
Software | 98 | 98 | 117 |
Total intangibles | 5,644 | 5,711 | 5,373 |
Accumulated amortization | (2,406) | (2,357) | (2,112) |
Intangible assets | $ 3,238 | $ 3,354 | $ 3,261 |
SCHEDULE OF CARRYING VALUE OF I
SCHEDULE OF CARRYING VALUE OF INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | Jan. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
2023 | $ 282 | $ 277 | |
2024 | 282 | 277 | |
2025 | 282 | 277 | |
2026 | 282 | 277 | |
2026 | 277 | ||
Thereafter | 1,899 | 1,969 | |
Intangible assets | 3,238 | 3,354 | $ 3,261 |
2022 (Remaining) | 211 | ||
Total | $ 3,238 | $ 3,354 | $ 3,261 |
INTANGIBLE ASSETS (Details Narr
INTANGIBLE ASSETS (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | |
Goodwill [Line Items] | ||||
Expiration of patents description | The expirations of the existing patents range from 2021 to 2039 | |||
Book value patent applications, net | $ 104 | $ 94 | $ 1,725 | |
Intangible asset amortization expense | 70 | 67 | 273 | 337 |
General and Administrative Expense [Member] | ||||
Goodwill [Line Items] | ||||
Book value patent applications, net | 104 | 100 | 1,700 | |
Intangible asset amortization expense | $ 70 | $ 67 | $ 300 | $ 300 |
SUMMARY OF ACCRUED EXPENSES (De
SUMMARY OF ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Jan. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 |
Payables and Accruals [Abstract] | |||
Salaries and other compensation | $ 170 | $ 55 | $ 737 |
Vendors | 2,168 | 671 | |
Professional fees | 237 | 613 | 329 |
Total accrued expenses | 2,131 | 2,836 | $ 1,737 |
Vendors | 1,524 | 1,968 | |
Other | $ 200 | $ 200 |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) | Jul. 30, 2021 | Apr. 30, 2021 | Nov. 27, 2020 | Nov. 24, 2020 | May 31, 2021 | Apr. 30, 2021 | Mar. 31, 2021 | Nov. 30, 2020 | May 31, 2020 | Jan. 31, 2020 | Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | Jun. 03, 2021 | Jun. 01, 2021 | Apr. 14, 2021 |
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Common stock, authorized | 170,000,000 | 170,000,000 | 170,000,000 | 170,000,000 | 170,000,000 | 300,000,000 | 170,000,000 | ||||||||||||
Number of warrants to purchase common stock | 30,225,397 | 398,226 | 398,226 | 30,225,397 | 398,226 | ||||||||||||||
Stock Issued During Period, Value, New Issues | $ 8,550,000 | $ 22,233,000 | $ 11,066,000 | ||||||||||||||||
Gross proceeds from common stock | $ 8,550,000 | $ 28,115,000 | $ 15,496,000 | ||||||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||||
Warrants exercise price | $ 0.25 | 0.372 | $ 0.372 | $ 0.30 | 0.372 | ||||||||||||||
Proceeds from sale of common shares | $ 886,048,000 | $ 2,489,104,000 | |||||||||||||||||
Warrants exercise price | $ 0.86 | $ 0.64 | |||||||||||||||||
Net proceeds from offering | $ 762,000 | $ 8,500,000 | $ 40,000,000 | $ 9,600,000 | $ 1,583,000 | ||||||||||||||
ATM Program [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Net proceeds from offering | $ 1,531,000 | 737,000 | |||||||||||||||||
Proceeds from commission | $ 25,000 | $ 52,000 | |||||||||||||||||
Pre Funded Warrant [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Warrants exercise price | $ 0.70 | $ 0.70 | |||||||||||||||||
IPO [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Common stock, authorized | 300,000,000 | 300,000,000 | |||||||||||||||||
Share price per share | $ 0.30 | $ 1.05 | |||||||||||||||||
Stock Issued During Period, Shares, New Issues | 26,666,666 | ||||||||||||||||||
Number of common stock shares sold | 30,666,665 | 10,000,000 | |||||||||||||||||
Proceeds from sale of common shares | $ 10,500,000 | ||||||||||||||||||
Net proceeds from offering | $ 3,800,000 | ||||||||||||||||||
Private Placement [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Number of warrants to purchase common stock | 15,333,332 | ||||||||||||||||||
Warrants exercise price | $ 0.70 | $ 0.70 | |||||||||||||||||
Warrants exercise price | $ 0.35 | $ 1.25 | |||||||||||||||||
Warrants and Rights Outstanding, Term | 5 years | 5 years | |||||||||||||||||
November 2020 Offering [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Number of warrants to purchase common stock | 13,333,333 | ||||||||||||||||||
Proceeds from sale of common shares | $ 9,200,000 | ||||||||||||||||||
Maximum [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Common stock, authorized | 300,000,000 | ||||||||||||||||||
Warrants exercise price | 281.25 | $ 281.25 | 281.25 | ||||||||||||||||
Maximum [Member] | Amended and Restated Certificate of Incorporation [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Common stock, authorized | 300,000,000 | 300,000,000 | |||||||||||||||||
Maximum [Member] | Private Placement [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Number of warrants to purchase common stock | 5,000,000 | ||||||||||||||||||
Minimum [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Common stock, authorized | 170,000,000 | ||||||||||||||||||
Warrants exercise price | $ 0 | $ 0 | $ 0 | ||||||||||||||||
Minimum [Member] | Amended and Restated Certificate of Incorporation [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Common stock, authorized | 170,000,000 | 170,000,000 | |||||||||||||||||
Lincoln Park Capital Fund, LLC [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Number of common stock purchased | 11,242,048 | ||||||||||||||||||
Gross proceeds from common stock | $ 5,100,000 | ||||||||||||||||||
Proceeds from netted legal fees | $ 50,000 | ||||||||||||||||||
Purchase Agreement [Member] | Private Placement [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Number of warrants to purchase common stock | 14,005,202 | 14,005,202 | |||||||||||||||||
Warrants exercise price | $ 0.70 | $ 0.70 | |||||||||||||||||
Purchase Agreement [Member] | Lincoln Park Capital Fund, LLC [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Agreement description | Over the 36-month term of the Purchase Agreement, the Company has the right, but not the obligation, from time to time, to sell to Lincoln Park up to an aggregate amount of $20,000,000 of shares of common stock, in its sole discretion and subject to certain conditions, including that the closing price of its common stock is not below $0.10 per share, to direct Lincoln Park to purchase up to 1,000,000 shares (the “Regular Purchase Share Limit”) of its Common Stock (each such purchase, a “Regular Purchase”). Lincoln Park’s maximum obligation under any single Regular Purchase will not exceed $1,000,000, unless the parties mutually agree to increase the maximum amount of such Regular Purchase. The purchase price for shares of Common Stock to be purchased by Lincoln Park under a Regular Purchase will be the equal to the lower of (in each case, subject to the adjustments described in the Purchase Agreement): (i) the lowest sale price for the Company’s common stock on the applicable purchase date, and (ii) the arithmetic average of the three lowest sale prices for the Company’s common stock during the ten trading days prior to the purchase date. | ||||||||||||||||||
Common stock, authorized | 20,000,000 | ||||||||||||||||||
Share price per share | $ 0.10 | ||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 1,084,266 | ||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 600,000 | ||||||||||||||||||
Purchase Agreement [Member] | Lincoln Park Capital Fund, LLC [Member] | Maximum [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Number of warrants to purchase common stock | 1,000,000 | ||||||||||||||||||
Securities Purchase Agreements [Member] | Pre Funded Warrant [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Share price per share | 0.7911 | 0.7911 | |||||||||||||||||
Common stock, par value | 0.001 | 0.001 | |||||||||||||||||
Securities Purchase Agreements [Member] | IPO [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Share price per share | 0.7921 | $ 0.7921 | |||||||||||||||||
Number of common stock shares sold | 17,577,400 | ||||||||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | |||||||||||||||||
Pre-funded warrants to purchase common shares | 7,671,937 | 7,671,937 | |||||||||||||||||
Ownership percentage | 9.99% | 9.99% | |||||||||||||||||
Securities Purchase Agreements [Member] | Maximum [Member] | IPO [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Number of warrants to purchase common stock | 11,244,135 | 11,244,135 | |||||||||||||||||
Definitive Agreements [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Number of warrants to purchase common stock | 11,244,135 | 11,244,135 | |||||||||||||||||
Definitive Agreements [Member] | April 2021 Offering [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Number of warrants to purchase common stock | 14,005,202 | 14,005,202 | |||||||||||||||||
Proceeds from sale of common shares | $ 20,000,000 |
COMMON STOCK PURCHASE WARRANT_3
COMMON STOCK PURCHASE WARRANTS AND WARRANT LIABILITY (Details) - $ / shares | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 | ||
Offsetting Assets [Line Items] | ||||
Exercise Price | $ 0.25 | $ 0.30 | $ 0.372 | |
Grand Total Number of Shares Underlying Warrants | 30,225,397 | 30,225,397 | 398,226 | |
Warrant [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price | $ 2.80 | |||
Grand Total Number of Shares Underlying Warrants | 30,225,397 | 30,225,397 | ||
Exercise Price Range First [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price | $ 281.25 | |||
Grand Total Number of Shares Underlying Warrants | 25 | |||
Type of Financing | Other Warrants | |||
Exercise Price Range Secound [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price | [1] | $ 2.80 | ||
Grand Total Number of Shares Underlying Warrants | 327,338 | |||
Type of Financing | July 2019 Public Offering | |||
Expiration Date | July 2024 | |||
Exercise Price Range Thrid [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price | $ 0.30 | |||
Grand Total Number of Shares Underlying Warrants | 70,297 | |||
Type of Financing | September 2018 Public Offering | |||
Expiration Date | September 2024 | |||
Exercise Price Range Fouth [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price | $ 0.35 | |||
Grand Total Number of Shares Underlying Warrants | 4,578,400,000 | |||
Type of Financing | November 2020 Public Offering | |||
Expiration Date | November 2025 | |||
Exercise Price Range Fifth [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price | $ 0.70 | |||
Grand Total Number of Shares Underlying Warrants | 11,244,135,000 | |||
Type of Financing | April 2021 Registered Direct Offering (Accompanying Warrants) | |||
Expiration Date | April 2026 | |||
Exercise Price Range Sixth [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price | $ 0.70 | |||
Grand Total Number of Shares Underlying Warrants | 14,005,202,000 | |||
Type of Financing | April 2021 Private Placement (Private Placement Warrants | |||
Expiration Date | 5 years after the date such warrants become exercisable, if ever | |||
Exercise Price Range First to Sixth [Member] | ||||
Offsetting Assets [Line Items] | ||||
Grand Total Number of Shares Underlying Warrants | 30,225,997 | |||
Exercise Price Range One [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price | $ 281.25 | $ 281.25 | $ 281.25 | |
Grand Total Number of Shares Underlying Warrants | 25 | 25 | 25 | |
Type of Financing | Other warrants | Other warrants | Other Warrants | |
Exercise Price Range Two [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price | $ 0.25 | $ 0.25 | ||
Grand Total Number of Shares Underlying Warrants | 70,297,000 | 70,297,000 | 327,338 | |
Type of Financing | September 2018 Public Offering | September 2018 Public Offering | July 2019 Public Offering | |
Expiration Date | July 2024 | July 2024 | July 2024 | |
Exercise Price Range Three [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price | $ 2.80 | $ 2.80 | $ 0.372 | |
Grand Total Number of Shares Underlying Warrants | 327,338 | 327,338 | 70,863 | |
Type of Financing | July 2019 Public Offering | July 2019 Public Offering | September 2018 Public Offering | |
Expiration Date | September 2024 | September 2024 | September 2024 | |
Exercise Price Range Four [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price | $ 0.35 | $ 0.35 | ||
Grand Total Number of Shares Underlying Warrants | 4,578,400 | 4,578,400 | ||
Type of Financing | November 2020 Public Offering | November 2020 Public Offering | ||
Expiration Date | November 2025 | November 2025 | ||
Exercise Price Range Five [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price | $ 0.70 | $ 0.70 | ||
Grand Total Number of Shares Underlying Warrants | 11,244,135 | 11,244,135 | ||
Type of Financing | April 2021 Registered Direct Offering (Accompanying Warrants) | April 2021 Registered Direct Offering (Accompanying Warrants) | ||
Expiration Date | April 2026 | April 2026 | ||
Exercise Price Range Six [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price | $ 0.70 | $ 0.70 | ||
Grand Total Number of Shares Underlying Warrants | 14,005,202,000 | 14,005,202,000 | ||
Type of Financing | April 2021 Private Placement (Private Placement Warrants) | April 2021 Private Placement (Private Placement Warrants) | ||
Expiration Date | 5 years after the date such warrants become exercisable, if ever | 5 years after the date such warrants become exercisable, if ever | ||
[1] | During the year ended October 31, 2021, the cashless exercise provision of these warrants expired and the exercise price adjusted to $ 2.80 |
SCHEDULE OF WARRANTS ACTIVITY (
SCHEDULE OF WARRANTS ACTIVITY (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Oct. 31, 2021 | Oct. 31, 2020 | |
Common Stock Purchase Warrants And Warrant Liability | ||
Warrants, Outstanding and exercisable warrants, Beginning balance | 398,226 | 432,142 |
Weighted Average Exercise Price, Outstanding and exercisable warrants, Beginning | $ 0.08 | $ 0.08 |
Weighted Average Remaining Contractual Life In Years, Outstanding and exercisable warrants, Beginning balance | 3 years 9 months 3 days | 4 years 9 months 3 days |
Aggregate Intrinsic Value, Beginning | $ 110,640 | $ 114,069 |
Warrants, Issued | 48,254,606 | 5,000,000 |
Weighted Average Exercise Price, Issued | $ 0.48 | $ 1.25 |
Warrants, Exercised | (18,427,435) | (33,916) |
Weighted Average Exercise Price, Exercised | $ 0.20 | $ 0.02 |
Warrants, Exchanged | (5,000,000) | |
Weighted Average Exercise Price, Exchanged | $ 1.25 | |
Warrants, Outstanding and exercisable warrants, Ending balance | 30,225,397 | 398,226 |
Weighted Average Exercise Price, Outstanding and exercisable warrants, Ending | $ 0.67 | $ 0.08 |
Weighted Average Remaining Contractual Life In Years, Outstanding and exercisable warrants, Ending balance | 4 years 7 months 17 days | |
Aggregate Intrinsic Value, Ending | $ 631,089 | $ 110,640 |
SCHEDULE OF WARRANTS ACTIVITY_2
SCHEDULE OF WARRANTS ACTIVITY (Details) (Parenthetical) | 12 Months Ended |
Oct. 31, 2021shares | |
Cashless warrant exercise | 32,500 |
Warrant [Member] | |
Advaxis public offerings, net of offering costs, shares | 32,500 |
SCHEDULE OF ASSUMPTIONS USED IN
SCHEDULE OF ASSUMPTIONS USED IN WARRANT LIABILITY (Details) | Jan. 31, 2022$ / shares | Oct. 31, 2021$ / shares | Oct. 16, 2021 | Apr. 14, 2021$ / shares | Nov. 30, 2020 | Oct. 31, 2020$ / shares |
Exercise Price | $ 0.25 | $ 0.30 | $ 0.372 | |||
Stock Price | 0 | |||||
Measurement Input, Expected Term [Member] | ||||||
Expected Term | 4 years 9 months 3 days | |||||
Private Placement [Member] | ||||||
Exercise Price | 0.70 | 0.70 | ||||
Expected Term | 5 years | 5 years | ||||
Warrant Liability [Member] | ||||||
Exercise Price | 0.25 | 0.30 | 0.37 | |||
Stock Price | $ 0.136 | $ 0.485 | $ 0.34 | |||
Warrant Liability [Member] | Measurement Input, Expected Term [Member] | ||||||
Expected Term | 2 years 7 months 9 days | 2 years 10 months 13 days | 3 years 10 months 13 days | |||
Warrant Liability [Member] | Measurement Input, Price Volatility [Member] | ||||||
Measurement input percentage | 118 | 123 | 106 | |||
Warrant Liability [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||||||
Measurement input percentage | 1.29 | 0.77 | 0.29 | |||
Warrant Liability [Member] | Private Placement [Member] | ||||||
Exercise Price | $ 0.70 | $ 0.70 | $ 0.70 | |||
Stock Price | $ 0.136 | $ 0.485 | $ 0.57 | |||
Warrant Liability [Member] | Private Placement [Member] | Measurement Input, Expected Term [Member] | ||||||
Expected Term | 5 years | 5 years | ||||
Warrant Liability [Member] | Private Placement [Member] | Measurement Input, Price Volatility [Member] | ||||||
Measurement input percentage | 108 | 106 | 106 | |||
Warrant Liability [Member] | Private Placement [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||||||
Measurement input percentage | 1.62 | 1.18 | 0.85 |
COMMON STOCK PURCHASE WARRANT_4
COMMON STOCK PURCHASE WARRANTS AND WARRANT LIABILITY (Details Narrative) | Oct. 16, 2021USD ($)$ / sharesshares | Nov. 27, 2020shares | Mar. 31, 2021USD ($) | Nov. 30, 2020USD ($)shares | May 31, 2020USD ($) | Jan. 31, 2020USD ($)shares | Jan. 31, 2022USD ($)$ / sharesshares | Jan. 31, 2021USD ($)$ / sharesshares | Oct. 31, 2020USD ($)$ / sharesshares | Oct. 31, 2021USD ($)$ / sharesshares | Oct. 31, 2020USD ($)$ / sharesshares | Jun. 03, 2021shares | Jun. 01, 2021shares | Apr. 30, 2021$ / shares | Apr. 14, 2021$ / shares |
Number of warrants to purchase common stock | 30,225,397 | 398,226 | 30,225,397 | 398,226 | |||||||||||
Warrant exercise price per share | $ / shares | $ 0.25 | $ 0.372 | $ 0.30 | $ 0.372 | |||||||||||
Proceeds from Issuance Initial Public Offering | $ | $ 762,000 | $ 8,500,000 | $ 40,000,000 | $ 9,600,000 | $ 1,583,000 | ||||||||||
Loss on shares issued in settlement of warrants | $ | $ 77,000 | $ (77,000) | |||||||||||||
Common stock par or stated value per share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||
Common stock shares authorized | 170,000,000 | 170,000,000 | 170,000,000 | 170,000,000 | 300,000,000 | 170,000,000 | |||||||||
Fair value of the warrant liability | $ | $ 1,127,000 | $ 17,000 | $ 4,929,000 | $ 17,000 | |||||||||||
Income on fair value of warrants | $ | 1,000,000 | ||||||||||||||
Income on fair value of warrants | $ | $ 3,802,000 | $ 27,000 | (970,000) | ||||||||||||
Measurement Input, Exercise Price [Member] | |||||||||||||||
Warrants, measurement input | 1.25 | ||||||||||||||
Measurement Input, Share Price [Member] | |||||||||||||||
Warrants, measurement input | 0.406 | ||||||||||||||
Measurement Input, Expected Term [Member] | |||||||||||||||
Warrants and Rights Outstanding, Term | 4 years 9 months 3 days | ||||||||||||||
Measurement Input, Price Volatility [Member] | |||||||||||||||
Warrants, measurement input fair value, percentage | 101.18% | ||||||||||||||
Measurement Input, Risk Free Interest Rate [Member] | |||||||||||||||
Warrants, measurement input fair value, percentage | 0.32% | ||||||||||||||
Private Exchange Agreement [Member] | |||||||||||||||
Number of warrants to purchase common stock | 5,000,000 | ||||||||||||||
Warrant exercise price per share | $ / shares | $ 1.25 | ||||||||||||||
Warrants and Rights Outstanding, Maturity Date | Jul. 21, 2025 | ||||||||||||||
Private Exchange Agreement [Member] | Investor [Member] | |||||||||||||||
Advaxis public offerings, net of offering costs, shares | 3,000,000 | ||||||||||||||
IPO [Member] | |||||||||||||||
Proceeds from Issuance Initial Public Offering | $ | $ 3,800,000 | ||||||||||||||
Advaxis public offerings, net of offering costs, shares | 26,666,666 | ||||||||||||||
Common stock shares authorized | 300,000,000 | 300,000,000 | |||||||||||||
Private Placement [Member] | |||||||||||||||
Number of warrants to purchase common stock | 15,333,332 | ||||||||||||||
Warrant exercise price per share | $ / shares | $ 0.70 | $ 0.70 | |||||||||||||
Warrants and Rights Outstanding, Term | 5 years | 5 years | |||||||||||||
Minimum [Member] | |||||||||||||||
Warrant exercise price per share | $ / shares | $ 0 | $ 0 | |||||||||||||
Common stock shares authorized | 170,000,000 | ||||||||||||||
Maximum [Member] | |||||||||||||||
Warrant exercise price per share | $ / shares | $ 281.25 | $ 281.25 | |||||||||||||
Common stock shares authorized | 300,000,000 | ||||||||||||||
Maximum [Member] | Private Placement [Member] | |||||||||||||||
Number of warrants to purchase common stock | 5,000,000 | ||||||||||||||
Warrant [Member] | |||||||||||||||
Number of warrants to purchase common stock | 30,225,397 | 30,225,397 | |||||||||||||
Warrant exercise price per share | $ / shares | $ 2.80 | ||||||||||||||
Warrants outstanding | 30,225,397 | 30,225,397 | |||||||||||||
Advaxis public offerings, net of offering costs, shares | 32,500 | ||||||||||||||
Warrant [Member] | IPO [Member] | |||||||||||||||
Number of warrants to purchase common stock | 10,754,932 | ||||||||||||||
Warrant [Member] | Minimum [Member] | |||||||||||||||
Warrant exercise price per share | $ / shares | $ 0.30 | $ 0.30 | |||||||||||||
Warrant [Member] | Maximum [Member] | |||||||||||||||
Warrant exercise price per share | $ / shares | $ 281.25 | $ 281.25 | |||||||||||||
Equity Warrants [Member] | |||||||||||||||
Number of warrants to purchase common stock | 327,363 | 16,149,898 | 327,363 | ||||||||||||
Warrants outstanding | 30,225,397 | 398,226 | 30,225,397 | 398,226 | |||||||||||
Common Stock [Member] | |||||||||||||||
Advaxis public offerings, net of offering costs, shares | 30,666,665 | 49,130,113 | 12,489,104 | ||||||||||||
Common Stock [Member] | IPO [Member] | |||||||||||||||
Number of warrants to purchase common stock | 10,754,932 | ||||||||||||||
Pre Funded Warrant [Member] | |||||||||||||||
Warrant exercise price per share | $ / shares | $ 0.70 | ||||||||||||||
Pre Funded Warrant [Member] | IPO [Member] | |||||||||||||||
[custom:PrefundedWarrantsToPurchaseCommonSharesExercised-0] | 7,671,937 | ||||||||||||||
[custom:PrefundedWarrantsToPurchaseCommonExchangeShares-0] | 7,671,937 | ||||||||||||||
Warrant Liability [Member] | |||||||||||||||
Number of warrants to purchase common stock | 70,863 | 70,863 | |||||||||||||
Warrant exercise price per share | $ / shares | $ 0.25 | $ 0.37 | $ 0.30 | $ 0.37 | |||||||||||
Warrants outstanding | 398,226 | 398,226 | |||||||||||||
Warrant Liability [Member] | Measurement Input, Expected Term [Member] | |||||||||||||||
Warrants and Rights Outstanding, Term | 2 years 7 months 9 days | 3 years 10 months 13 days | 2 years 10 months 13 days | 3 years 10 months 13 days | |||||||||||
Warrant Liability [Member] | Measurement Input, Price Volatility [Member] | |||||||||||||||
Warrants, measurement input | 118 | 106 | 123 | 106 | |||||||||||
Warrant Liability [Member] | Measurement Input, Risk Free Interest Rate [Member] | |||||||||||||||
Warrants, measurement input | 1.29 | 0.29 | 0.77 | 0.29 | |||||||||||
Warrant Liability [Member] | Private Placement [Member] | |||||||||||||||
Number of warrants to purchase common stock | 14,075,499 | 14,075,499 | |||||||||||||
Warrant exercise price per share | $ / shares | $ 0.70 | $ 0.70 | $ 0.70 | ||||||||||||
Warrants outstanding | 30,225,397 | 30,225,397 | |||||||||||||
Warrant Liability [Member] | Private Placement [Member] | Measurement Input, Expected Term [Member] | |||||||||||||||
Warrants and Rights Outstanding, Term | 5 years | 5 years | |||||||||||||
Warrant Liability [Member] | Private Placement [Member] | Measurement Input, Price Volatility [Member] | |||||||||||||||
Warrants, measurement input | 108 | 106 | 106 | ||||||||||||
Warrant Liability [Member] | Private Placement [Member] | Measurement Input, Risk Free Interest Rate [Member] | |||||||||||||||
Warrants, measurement input | 1.62 | 1.18 | 0.85 | ||||||||||||
Warrant Liability [Member] | Minimum [Member] | |||||||||||||||
Warrant exercise price per share | $ / shares | $ 0.25 | $ 0.30 | |||||||||||||
Warrant Liability [Member] | Maximum [Member] | |||||||||||||||
Warrant exercise price per share | $ / shares | $ 22.50 | $ 22.50 |
SUMMARY OF SHARE BASED COMPENSA
SUMMARY OF SHARE BASED COMPENSATION EXPENSE (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based compensation expense | $ 26 | $ 236 | $ 566 | $ 891 |
Research and Development Expense [Member] | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based compensation expense | 13 | 57 | 164 | 308 |
General and Administrative Expense [Member] | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based compensation expense | $ 13 | $ 179 | $ 402 | $ 583 |
SUMMARY OF RSU ACTIVITY AND REL
SUMMARY OF RSU ACTIVITY AND RELATED INFORMATION (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares shares in Thousands | 12 Months Ended | |
Oct. 31, 2021 | Oct. 31, 2020 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of RSUs, Unvested Beginning Balance | 5,556 | 14,706 |
Weighted-Average Grant Date Fair Value, Unvested Beginning Balance | $ 24.32 | $ 47.62 |
Number of RSUs, Vested | (5,555) | (8,870) |
Weighted-Average Grant Date Fair Value, Vested | $ 24.30 | $ 60.59 |
Number of RSUs, Cancelled | (1) | (280) |
Weighted-Average Grant Date Fair Value, Cancelled | $ 125.25 | $ 98.80 |
Number of RSUs, Unvested Ending Balance | 5,556 | |
Weighted-Average Grant Date Fair Value, Unvested Ending Balance | $ 24.32 |
SUMMARY OF CHANGES IN STOCK OPT
SUMMARY OF CHANGES IN STOCK OPTION PLAN (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jan. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 | |
Share-Based Payment Arrangement [Abstract] | |||
Shares Outstanding, Beginning Balance | 893,946 | 1,011,768 | 560,490 |
Weighted Average Exercise Price, Outstanding, Beginning | $ 19.32 | $ 33.43 | $ 71.56 |
Weighted Average Remaining Contractual Life In Years, Beginning | 7 years 9 months 18 days | 8 years 14 days | 7 years 4 months 2 days |
Aggregate Intrinsic Value, Beginning | $ 27 | $ 4 | $ 1 |
Shares, Granted | 50,000 | 645,000 | |
Weighted Average Exercise Price, Granted | $ 0.39 | $ 0.61 | |
Shares, Cancelled or Expired | (5,888) | (167,489) | (193,722) |
Weighted Average Exercise Price, Cancelled or Expired | $ 277.50 | $ 98.93 | $ 34.47 |
Shares, Exercised | (333) | ||
Weighted average exercise price, Exercised | $ 0.30 | ||
Shares, Outstanding, Ending Balance | 888,058 | 893,946 | 1,011,768 |
Weighted Average Exercise Price, Outstanding, Ending | $ 17.61 | $ 19.32 | $ 33.43 |
Weighted Average Remaining Contractual Life In Years, Ending Balance | 7 years 6 months 18 days | 7 years 9 months 18 days | |
Aggregate Intrinsic Value, Ending | $ 27 | $ 4 | |
Shares, Vested and Exercisable | 484,641 | 456,506 | |
Weighted Average Exercise Price, Vested and Exercisable | $ 31.80 | $ 37.03 | |
Weighted Average Remaining Contractual Life In Years, Vested and Exercisable | 6 years 10 months 20 days | 6 years 11 months 23 days | |
Aggregate Intrinsic Value, Vested and Exercisable | $ 15 |
SUMMARY OF OUTSTANDING AND EXER
SUMMARY OF OUTSTANDING AND EXERCISABLE OPTIONS (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 | |
Offsetting Assets [Line Items] | ||||
Options Outstanding, Intrinsic Value | $ 27 | $ 4 | $ 1 | |
Options Exercisable, Intrinsic Value | $ 15 | |||
Exercise Price Range One [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price Range, lower limit | $ 0.30 | $ 0.30 | ||
Exercise Price Range, upper limit | $ 1 | $ 10 | ||
Number Outstanding, Options Outstanding | 672,500 | 727,879 | ||
Weighted Average Remaining Contractual, Options Outstanding | 8 years 3 months 14 days | 8 years 5 months 4 days | ||
Weighted Average Exercise Price, Options Outstanding | $ 0.54 | $ 1.06 | ||
Options Outstanding, Intrinsic Value | $ 27 | |||
Number Outstanding, Options Exercisable | 270,000 | 290,439 | ||
Weighted Average Remaining Contractual Term Exercisable, Options Exercisable | 8 years 2 months 12 days | 8 years 2 months 23 days | ||
Weighted Average Exercise Price, Options Exercisable | $ 0.50 | $ 1.40 | ||
Options Exercisable, Intrinsic Value | $ 15 | |||
Exercise Price Range Two [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price Range, lower limit | 1.01 | $ 10.01 | ||
Exercise Price Range, upper limit | $ 10 | $ 100 | ||
Number Outstanding, Options Outstanding | 55,379 | 90,432 | ||
Weighted Average Remaining Contractual, Options Outstanding | 6 years 9 months 18 days | 6 years 2 months 19 days | ||
Weighted Average Exercise Price, Options Outstanding | $ 7.47 | $ 29.02 | ||
Number Outstanding, Options Exercisable | 54,462 | 90,432 | ||
Weighted Average Remaining Contractual Term Exercisable, Options Exercisable | 6 years 9 months 14 days | 6 years 2 months 19 days | ||
Weighted Average Exercise Price, Options Exercisable | $ 7.56 | $ 29.02 | ||
Exercise Price Range Three [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price Range, lower limit | 10.01 | 100.01 | ||
Exercise Price Range, upper limit | $ 100 | $ 200 | ||
Number Outstanding, Options Outstanding | 90,432 | 50,938 | ||
Weighted Average Remaining Contractual, Options Outstanding | 5 years 11 months 19 days | 3 years 5 months 19 days | ||
Weighted Average Exercise Price, Options Outstanding | $ 29.02 | $ 162.17 | ||
Number Outstanding, Options Exercisable | 90,432 | 50,938 | ||
Weighted Average Remaining Contractual Term Exercisable, Options Exercisable | 5 years 11 months 19 days | 3 years 5 months 19 days | ||
Weighted Average Exercise Price, Options Exercisable | $ 29.02 | $ 162.17 | ||
Exercise Price Range Four [Member] | ||||
Offsetting Assets [Line Items] | ||||
Exercise Price Range, lower limit | 100.01 | 200.01 | ||
Exercise Price Range, upper limit | $ 258.30 | $ 277.5 | ||
Number Outstanding, Options Outstanding | 69,747 | 24,697 | ||
Weighted Average Remaining Contractual, Options Outstanding | 3 years 25 days | 2 years 2 months 19 days | ||
Weighted Average Exercise Price, Options Outstanding | $ 175.51 | $ 227.35 | ||
Number Outstanding, Options Exercisable | 69,747 | 24,697 | ||
Weighted Average Remaining Contractual Term Exercisable, Options Exercisable | 3 years 25 days | 2 years 2 months 19 days | ||
Weighted Average Exercise Price, Options Exercisable | $ 175.51 | $ 227.35 |
SUMMARY OF FAIR VALUE OF STOCK
SUMMARY OF FAIR VALUE OF STOCK OPTIONS GRANTED OF BSM (Details) | 12 Months Ended | |
Oct. 31, 2021 | Oct. 31, 2020 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected term | 6 years | |
Expected volatility | 103.27% | |
Expected dividends | 0.00% | 0.00% |
Risk free interest rate | 0.53% | |
Minimum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected term | 5 years 6 months | |
Expected volatility | 100.27% | |
Risk free interest rate | 0.36% | |
Maximum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected term | 6 years 6 months | |
Expected volatility | 105.21% | |
Risk free interest rate | 0.62% |
SHARE BASED COMPENSATION (Detai
SHARE BASED COMPENSATION (Details Narrative) - USD ($) | Mar. 21, 2019 | Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | Jun. 03, 2021 | Jun. 01, 2021 | May 04, 2021 | Jan. 02, 2021 | Jan. 02, 2020 |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Common stock, shares authorized | 170,000,000 | 170,000,000 | 170,000,000 | 300,000,000 | 170,000,000 | |||||
Stock compensation expense | $ 26,000 | $ 236,000 | $ 566,000 | $ 891,000 | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 50,000 | 645,000 | ||||||||
Fair value, grant | $ 0.32 | $ 0.48 | ||||||||
Intrinsic value of options exercised | $ 162 | $ 0 | ||||||||
Share-Based Payment Arrangement, Expense | 500,000 | $ 700,000 | ||||||||
Unrecognized compensation cost related to outstanding stock options | $ 125,000,000,000 | $ 200,000 | ||||||||
Unrecognized compensation cost related to non-vested remaining weighted average vesting period | 1 year 4 months 17 days | 1 year 7 months 9 days | ||||||||
Director [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 65,000 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 10 years | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period | 3 years | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 0.66 | |||||||||
Chief Executive Officer [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Share-based compensation arrangement by share-based payment award, options, nonvested, number of shares | 73,777 | |||||||||
Employee Stock [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 50,000 | 580,000 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 10 years | 10 years | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period | 3 years | 3 years | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 0.39 | |||||||||
Restricted Stock Units (RSUs) [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Fair value of equity purchases value | $ 3,000 | $ 5,000 | ||||||||
Employee Stock Awards [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Share-based compensation, common stock, shares | 5,555 | 8,870 | ||||||||
Stock compensation expense | $ 67,000 | $ 200,000 | ||||||||
Maximum [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Common stock, shares authorized | 300,000,000 | |||||||||
Maximum [Member] | Employee Stock [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 0.66 | |||||||||
Minimum [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Common stock, shares authorized | 170,000,000 | |||||||||
Minimum [Member] | Employee Stock [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 0.49 | |||||||||
2015 Plan [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Common stock reserved for issuance under plan | 5,127,985 | 166,667 | 166,667 | |||||||
2015 Plan [Member] | Maximum [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Common stock, shares authorized | 6,000,000 | |||||||||
2015 Plan [Member] | Minimum [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Common stock, shares authorized | 877,744 | |||||||||
2018 Employee Stock Purchase Plan [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Employee stock purchase plan description | the Company’s shareholders on March 21, 2018. The 2018 ESPP allows employees to purchase common stock of the Company at a 15% discount to the market price on designated exercise dates. Employees were eligible to participate in the 2018 ESPP beginning May 1, 2018. 1,000,000 shares of the Company’s Common stock were reserved for issuance under the 2018 ESPP. | |||||||||
Advaxis public offerings, net of offering costs, shares | 1,000 | 14,148 | ||||||||
Stock Split [Member] | 2015 Plan [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Issuance of common stock | 240,000 | |||||||||
Stock Split [Member] | 2015 Plan [Member] | Maximum [Member] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||
Issuance of common stock | 43,333 |
LICENSING AGREEMENTS (Details N
LICENSING AGREEMENTS (Details Narrative) - USD ($) | Apr. 26, 2021 | Apr. 30, 2020 | Sep. 04, 2019 | Sep. 04, 2018 | May 31, 2021 | Jan. 31, 2022 | Apr. 30, 2021 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 |
Contract with Customer, Liability | $ 165,000 | |||||||||
Milestone achievement, description | the Company received an aggregate of $1,615,000 from OS Therapies upon achievement of the funding milestone set forth in the license agreement | |||||||||
Global BioPharma, Inc [Member] | License and Service [Member] | ||||||||||
Revenue | 250,000 | $ 250,000 | ||||||||
OS Therapies [Member] | ||||||||||
Contract with Customer, Liability | $ 164,653 | |||||||||
OS Therapies [Member] | Within Five Business Days [Member] | ||||||||||
Funding milestone payment | $ 2,337,500 | |||||||||
Non-refundable and non-creditable payment | 1,550,000 | |||||||||
OS Therapies [Member] | Creditable [Member] | ||||||||||
Non-refundable and non-creditable payment | $ 1,550,000 | |||||||||
Development, License and Supply Agreement [Member] | OS Therapies [Member] | ||||||||||
Revenue | $ 1,375,000 | $ 25,000 | $ 25,000 | |||||||
Funding milestone payment | $ 2,337,500 | $ 1,550,000 | $ 1,615,000 | |||||||
Upfront payment | $ 1,615,000 | |||||||||
Funding for milestone payment | $ 1,375,000 |
CONTINGENCIES (Details Narrativ
CONTINGENCIES (Details Narrative) - Especificos Stendhal SA de CV [Member] $ in Millions | Sep. 19, 2019USD ($) |
Defined Benefit Plan Disclosure [Line Items] | |
Damages sought value by plaintiff | $ 3 |
Litigation expense | 0.3 |
Due from related party | $ 3 |
SCHEDULE OF SUPPLEMENTAL BALANC
SCHEDULE OF SUPPLEMENTAL BALANCE SHEET RELATED TO LEASES (Details) - USD ($) | Jan. 31, 2022 | Oct. 31, 2021 | Mar. 26, 2021 | Mar. 25, 2021 | Oct. 31, 2020 |
Leases | |||||
Operating lease right-of-use assets | $ 33,000 | $ 40,000 | $ 4,500,000 | $ 43,000 | $ 4,839,000 |
Operating lease liability | 29,000 | 28,000 | 962,000 | ||
Operating lease liability, net of current portion | 5,000 | 12,000 | 5,055,000 | ||
Total operating lease liabilities | $ 34,000 | $ 40,000 | $ 5,600,000 | $ 43,000 | $ 6,017,000 |
SCHEDULE OF LEASE EXPENSES (Det
SCHEDULE OF LEASE EXPENSES (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | |
Leases | ||||
Operating lease cost | $ 7 | $ 290 | $ 1,302 | $ 1,158 |
Short-term lease cost | 14 | 320 | ||
Variable lease cost | 9 | 437 | 180 | 547 |
Total lease expense | $ 16 | $ 727 | $ 1,496 | $ 2,025 |
SCHEDULE OF OTHER INFORMATION R
SCHEDULE OF OTHER INFORMATION RELATED TO LEASES (Details) | Jan. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 |
Leases | |||
Weighted-average remaining lease term | 1 year 2 months 12 days | 1 year 4 months 24 days | 5 years 1 month 6 days |
Weighted-average discount rate | 3.79% | 3.79% | 6.50% |
SCHEDULE OF CASH FLOW INFORMATI
SCHEDULE OF CASH FLOW INFORMATION RELATED TO LEASES (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | |
Leases | ||||
Cash paid for operating lease liabilities | $ 7 | $ 324 | $ 547 | $ 1,233 |
SCHEDULE OF FUTURE MINIMUM LEAS
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER NON-CANCELLABLE LEASES (Details) - USD ($) | Jan. 31, 2022 | Oct. 31, 2021 | Mar. 26, 2021 | Mar. 25, 2021 | Oct. 31, 2020 |
Leases | |||||
2023 | $ 13,000 | $ 29,000 | |||
2023 | 12,000 | ||||
Total minimum lease payments | 35,000 | 41,000 | |||
Less: Imputed interest | (1,000) | (1,000) | |||
Total | 34,000 | $ 40,000 | $ 5,600,000 | $ 43,000 | $ 6,017,000 |
2022 (Remaining) | $ 22,000 |
LEASES (Details Narrative)
LEASES (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Mar. 26, 2021 | Mar. 25, 2021 | Jan. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 | |
Leases | |||||
Lease expiration date | Nov. 30, 2025 | Nov. 30, 2025 | |||
Security deposit | $ 182,000 | $ 182,000 | |||
Lease termination | $ 1,000,000 | ||||
Net payment for termination fee | 818,000 | ||||
Operating lease, Right of use asset | 4,500,000 | $ 43,000 | 33,000 | 40,000 | $ 4,839,000 |
Operating lease liability | 5,600,000 | $ 43,000 | $ 34,000 | $ 40,000 | $ 6,017,000 |
Net gain on leases | 100,000 | ||||
Rent paid | $ 29,000 | ||||
Lease expiration date | Mar. 25, 2022 | ||||
Lessee finance lease renewal term date | Mar. 25, 2023 |
SCHEDULE OF INCOME TAX PROVISIO
SCHEDULE OF INCOME TAX PROVISION (BENEFIT) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 31, 2021 | Oct. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Current | ||
Deferred | 141 | (4,578) |
Current | ||
Deferred | 131 | (1,445) |
Current | 50 | 50 |
Deferred | ||
Change in valuation allowance | (272) | (6,023) |
Income tax provision (benefit) | $ 50 | $ 50 |
SCHEDULE OF DEFERRED TAX ASSETS
SCHEDULE OF DEFERRED TAX ASSETS (LIABILITIES) (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Oct. 31, 2020 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryovers | $ 32,971 | $ 28,553 |
Stock-based compensation | 4,566 | 10,132 |
Research and development credits | 11,371 | 10,742 |
Capitalized R&D costs | 14,536 | 13,822 |
Adoption of ASC 842 – Lease Liability | 11 | 1,691 |
Other deferred tax assets | 92 | 224 |
Total deferred tax assets | 63,547 | 65,164 |
Valuation allowance | (62,573) | (62,845) |
Deferred tax asset, net of valuation allowance | 974 | 2,319 |
Adoption of ASC 842 – ROU Asset | (11) | (1,360) |
Patent cost | (943) | (917) |
Other deferred tax liabilities | (20) | (42) |
Total deferred tax liabilities | (974) | (2,319) |
Net deferred tax asset (liability) |
SCHEDULE OF EXPECTED TAX (EXPEN
SCHEDULE OF EXPECTED TAX (EXPENSE) BENEFIT BASED ON STATUTORY RATE WITH ACTUAL TAX EXPENSE BENEFIT (Details) | 12 Months Ended | |
Oct. 31, 2021 | Oct. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
US Federal statutory rate | 21.00% | 21.00% |
State income tax, net of federal benefit | (0.73%) | 5.48% |
Merger costs | (1.68%) | 0.00% |
Other permanent differences | (0.02%) | (0.05%) |
Research and development credits | 3.09% | 1.73% |
Warrant Liability | 1.14% | 0.00% |
Foreign taxes | (0.28%) | (0.19%) |
Change in valuation allowance | 1.52% | (22.82%) |
Stock option expirations | (24.32%) | (5.33%) |
Income tax (provision) benefit | (0.28%) | (0.19%) |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Oct. 31, 2021 | Oct. 31, 2020 | |
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carry-forward | $ 314,800,000 | $ 299,200,000 |
Net operating loss and deferred tax asset does not include nol's | $ 56,000,000 | |
Operating loss expiration year | 2038 | |
New jersey state net operating loss carryovers | $ 153,700,000 | 137,600,000 |
Interest or penalties on unpaid tax | $ 0 | $ 0 |
GPP Revenue [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Income Tax Examination, Description | a Taiwan Excise tax of $50,000 levied in connection with the GBP Revenue. |
SCHEDULE OF FAIR VALUE, ASSETS
SCHEDULE OF FAIR VALUE, ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Common stock warrant liability, warrants exercisable at $0.30 through September 2024 | $ 1,127 | $ 4,929 | $ 17 | $ 19 |
Warrant exercise price per share | $ 0.25 | $ 0.30 | $ 0.372 | |
Total | $ 22,082 | $ 17,166 | ||
Total Financial Assets at Fair Value | $ 17,154 | 17,153 | ||
Preferred stock redemption liability | 87 | |||
Total financial liabilities at fair value | $ 1,214 | 4,929 | ||
Private Placement [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Common stock warrant liability, warrants exercisable at $0.30 through September 2024 | $ 4,902 | |||
Warrant exercise price per share | $ 0.70 | $ 0.70 | ||
Common stock warrant liability, warrants exercisable at $0.70 through 5 years after the date such warrants become exercisable, if ever (Private Placement Warrants) | $ 1,120 | $ 4,902 | ||
Through September 2024 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Common stock warrant liability, warrants exercisable at $0.30 through September 2024 | 7 | 27 | 17 | |
Money Market Funds [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash equivalents (money market funds) | 17,154 | 17,153 | 17,149 | |
Fair Value, Inputs, Level 1 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Total | 17,153 | 17,149 | ||
Total Financial Assets at Fair Value | 17,154 | 17,153 | ||
Preferred stock redemption liability | ||||
Total financial liabilities at fair value | ||||
Fair Value, Inputs, Level 1 [Member] | Private Placement [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Common stock warrant liability, warrants exercisable at $0.30 through September 2024 | ||||
Common stock warrant liability, warrants exercisable at $0.70 through 5 years after the date such warrants become exercisable, if ever (Private Placement Warrants) | ||||
Fair Value, Inputs, Level 1 [Member] | Through September 2024 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Common stock warrant liability, warrants exercisable at $0.30 through September 2024 | ||||
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash equivalents (money market funds) | 17,154 | 17,153 | 17,149 | |
Fair Value, Inputs, Level 2 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Total | ||||
Total Financial Assets at Fair Value | ||||
Preferred stock redemption liability | ||||
Total financial liabilities at fair value | ||||
Fair Value, Inputs, Level 2 [Member] | Private Placement [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Common stock warrant liability, warrants exercisable at $0.30 through September 2024 | ||||
Common stock warrant liability, warrants exercisable at $0.70 through 5 years after the date such warrants become exercisable, if ever (Private Placement Warrants) | ||||
Fair Value, Inputs, Level 2 [Member] | Through September 2024 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Common stock warrant liability, warrants exercisable at $0.30 through September 2024 | ||||
Fair Value, Inputs, Level 2 [Member] | Money Market Funds [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash equivalents (money market funds) | ||||
Fair Value, Inputs, Level 3 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Total | 4,929 | 17 | ||
Total Financial Assets at Fair Value | ||||
Preferred stock redemption liability | 87 | |||
Total financial liabilities at fair value | 1,214 | 4,929 | ||
Fair Value, Inputs, Level 3 [Member] | Private Placement [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Common stock warrant liability, warrants exercisable at $0.30 through September 2024 | 4,902 | |||
Common stock warrant liability, warrants exercisable at $0.70 through 5 years after the date such warrants become exercisable, if ever (Private Placement Warrants) | 1,120 | 4,902 | ||
Fair Value, Inputs, Level 3 [Member] | Through September 2024 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Common stock warrant liability, warrants exercisable at $0.30 through September 2024 | 7 | 27 | 17 | |
Fair Value, Inputs, Level 3 [Member] | Money Market Funds [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash equivalents (money market funds) |
SCHEDULE OF CHANGES IN FAIR VAL
SCHEDULE OF CHANGES IN FAIR VALUE OF WARRANT LIABILITIES (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | |
Fair Value Disclosures [Abstract] | ||||
Beginning balance | $ 4,929,000 | $ 17,000 | $ 17,000 | $ 19,000 |
Warrants issued | 5,882,000 | |||
Warrant exercises | (2,000) | |||
Change in fair value | 3,802,000 | $ 27,000 | (970,000) | |
Ending balance | $ 1,127,000 | $ 4,929,000 | $ 17,000 |
EMPLOYEE BENEFIT PLAN (Details
EMPLOYEE BENEFIT PLAN (Details Narrative) $ in Millions | 12 Months Ended |
Oct. 31, 2020USD ($) | |
401(k) Plan [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Amount | $ 0.1 |
SCHEDULE OF ANTI -DILUTED SECUR
SCHEDULE OF ANTI -DILUTED SECURITIES EXCLUDED FROM DILUTED NET LOSS PER SHARE (Details) - shares | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 51,113,455 | 9,067,153 | 31,119,343 | 1,415,550 |
Warrant [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 30,225,397 | 8,014,220 | 30,225,397 | 398,226 |
Series D Convertable Redeemable Preferred Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 20,000,000 | |||
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 888,058 | 1,047,377 | 893,946 | 1,011,768 |
Restricted Stock Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 5,556 | 5,556 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||
Jan. 31, 2022USD ($)$ / shares | Jan. 31, 2022USD ($)$ / sharesshares | Jan. 31, 2021USD ($) | Oct. 31, 2021USD ($) | Oct. 31, 2020USD ($) | Mar. 31, 2021$ / shares | Nov. 30, 2020$ / shares | May 31, 2020$ / shares | Jan. 31, 2020$ / shares | |
Subsequent Event [Line Items] | |||||||||
Stated value | $ | $ 8,550,000 | $ 22,233,000 | $ 11,066,000 | ||||||
Share purchase price | $ 0.86 | $ 0.64 | |||||||
Issue discount | 0.05 | ||||||||
Series D Preferred Stock [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Preferred stock conversion price | $ 0.25 | $ 0.25 | |||||||
Series D Preferred Stock [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Preferred stock conversion price | $ 0.25 | $ 0.25 | |||||||
Liquidation preference | The Series D preferred stock will also have a liquidation preference over the common stock, and may be redeemed by the investors, in accordance with certain terms, for a redemption price equal to 105% of the stated value, or in certain circumstances, 110% of the stated value | ||||||||
Private Placement [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Share purchase price | $ 0.35 | $ 1.25 | |||||||
Private Placement [Member] | Series D Preferred Stock [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Gross proceeds from offering | $ | $ 4,750,000 | ||||||||
Private Placement [Member] | Institutional Investors [Member] | Series D Preferred Stock [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Advaxis public offerings, net of offering costs, shares | shares | 1,000,000 | ||||||||
Stated value | $ | $ 5,000,000 | ||||||||
Share purchase price | $ 4.75 | $ 4.75 | |||||||
Private Placement [Member] | Institutional Investors [Member] | Series D Preferred Stock [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Advaxis public offerings, net of offering costs, shares | shares | 1,000,000 | ||||||||
Stated value | $ | $ 5,000,000 | ||||||||
Share purchase price | $ 4.75 | $ 4.75 | |||||||
Issue discount | 0.05 |
SCHEDULE OF PREFERRED STOCK RED
SCHEDULE OF PREFERRED STOCK REDEMPTION LIABILITY (Details) | Jan. 31, 2022 |
Measurement Input, Exercise Price [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input percentage | 0.25 |
Measurement Input, Share Price [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input percentage | 0.136 |
Measurement Input, Price Volatility [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input percentage | 105 |
Measurement Input, Risk Free Interest Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input percentage | 1 |
SUMMARY OF STOCKHOLDERS EQUITY
SUMMARY OF STOCKHOLDERS EQUITY (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2020 | |
Beginning balance, value | $ 38,888 | $ 30,180 | $ 30,180 | $ 39,531 |
Stock-based compensation | 26 | 236 | 566 | 891 |
Advaxis public offerings, net of offering costs | 8,550 | 22,233 | 11,066 | |
Warrant exercises | 2,586 | 3,771 | 2 | |
Net Loss | (365) | (3,977) | (17,862) | (26,469) |
Ending balance, value | 38,549 | 37,575 | 38,888 | 30,180 |
Preferred Stock [Member] | ||||
Beginning balance, value | ||||
Balance, shares | ||||
Stock-based compensation | ||||
Stock-based compensation, shares | ||||
Advaxis public offerings, net of offering costs | ||||
Advaxis public offerings, net of offering costs, shares | ||||
Warrant exercises | ||||
Warrant exercises, shares | ||||
Net Loss | ||||
Ending balance, value | ||||
Balance, shares | ||||
Common Stock [Member] | ||||
Beginning balance, value | $ 146 | $ 78 | $ 78 | $ 50 |
Balance, shares | 145,638,459 | 78,074,023 | 78,074,023 | 50,201,671 |
Stock-based compensation | ||||
Stock-based compensation, shares | 5,555 | 8,870 | ||
Advaxis public offerings, net of offering costs | $ 31 | $ 50 | $ 13 | |
Advaxis public offerings, net of offering costs, shares | 30,666,665 | 49,130,113 | 12,489,104 | |
Warrant exercises | $ 7 | $ 18 | ||
Warrant exercises, shares | 7,390,000 | 18,427,435 | 33,916 | |
Net Loss | ||||
Ending balance, value | $ 146 | $ 116 | $ 146 | $ 78 |
Balance, shares | 145,638,459 | 116,130,688 | 145,638,459 | 78,074,023 |
Additional Paid-in Capital [Member] | ||||
Beginning balance, value | $ 467,342 | $ 440,840 | $ 440,840 | $ 423,750 |
Stock-based compensation | 26 | 236 | 566 | 891 |
Advaxis public offerings, net of offering costs | 8,519 | 22,183 | 11,053 | |
Warrant exercises | 2,579 | 3,753 | 2 | |
Net Loss | ||||
Ending balance, value | 467,368 | 452,174 | 467,342 | 440,840 |
Retained Earnings [Member] | ||||
Beginning balance, value | (428,600) | (410,738) | (410,738) | (384,269) |
Stock-based compensation | ||||
Advaxis public offerings, net of offering costs | ||||
Warrant exercises | ||||
Net Loss | (365) | (3,977) | (17,862) | (26,469) |
Ending balance, value | $ (428,965) | $ (414,715) | $ (428,600) | $ (410,738) |
SCHEDULE OF FAIR VALUE MEASURIN
SCHEDULE OF FAIR VALUE MEASURING UNOBSERVABLE INPUTS (Details) $ in Thousands | 3 Months Ended |
Jan. 31, 2022USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Fair Value, Measurement , Beginning Balance | $ 4,929 |
Fair Value, Measurement, Additions | 87 |
Fair Value, Measurement, Change in fair value | (3,802) |
Fair Value, Measurement , Ending Balance | 1,214 |
Preferred Stock Redemption Liability [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Fair Value, Measurement , Beginning Balance | |
Fair Value, Measurement, Additions | 87 |
Fair Value, Measurement, Change in fair value | |
Fair Value, Measurement , Ending Balance | 87 |
Warrant Liability [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Fair Value, Measurement , Beginning Balance | 4,929 |
Fair Value, Measurement, Additions | |
Fair Value, Measurement, Change in fair value | (3,802) |
Fair Value, Measurement , Ending Balance | $ 1,127 |
TEMPORARY EQUITY (Details Narra
TEMPORARY EQUITY (Details Narrative) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||
Jan. 31, 2022USD ($)Integer$ / sharesshares | Jan. 31, 2022USD ($)$ / shares | Jan. 31, 2021USD ($) | Oct. 31, 2021USD ($) | Oct. 31, 2020USD ($) | Mar. 31, 2021$ / shares | Nov. 30, 2020$ / shares | May 31, 2020$ / shares | Jan. 31, 2020$ / shares | |
Subsidiary, Sale of Stock [Line Items] | |||||||||
Stated value | $ 8,550,000 | $ 22,233,000 | $ 11,066,000 | ||||||
Share purchase price | $ / shares | $ 0.86 | $ 0.64 | |||||||
Issue discount | 0.05 | ||||||||
Proceeds from issuance or estimated offering | $ 4,312,000 | ||||||||
Number of votes per share | Integer | 30,000 | ||||||||
Temporary equity stock stated value accumulated dividends | 105.00% | ||||||||
Temporary equity stock stated value accumulated dividends on extension | 110.00% | ||||||||
Payments for proceeds from escrow offering | $ 4,750,000 | ||||||||
Escrow deposit | 500,000 | $ 500,000 | |||||||
Temporary equity stock stated value accumulated dividends on extension | 105.00% | ||||||||
Temporary equity, carrying amount, attributable to parent | 4,225,000 | $ 4,225,000 | |||||||
Preferred stock, redemption amount | $ 87,000 | $ 87,000 | |||||||
Series D Preferred Stock [Member] | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Preferred stock conversion price | $ / shares | $ 0.25 | $ 0.25 | |||||||
Private Placement [Member] | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Share purchase price | $ / shares | $ 0.35 | $ 1.25 | |||||||
Private Placement [Member] | Institutional Investors [Member] | Series D Preferred Stock [Member] | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Advaxis public offerings, net of offering costs, shares | shares | 1,000,000 | ||||||||
Stated value | $ 5,000,000 | ||||||||
Share purchase price | $ / shares | $ 4.75 | $ 4.75 |